FADE IN:

INT. A CAR PARKED ON WILSHIRE BLVD. - DAY

We see inserts of a hand twisting a key in the ignition of a car, starting it up. A foot in a black Converse high-top sneaker with purple laces pressing the gas pedal. A hand shifting the car into drive, both hands turning the steering wheel, etc.

A hand slides a cassette tape into the car's stereo system and "Walking In L.A.", a song by the band Missing Persons begins.

Just before the hands put on a pair of sunglasses we see the face of the driver of the car. His name is GLEN MANNING and he is a wiseass. Manning is somewhere between the age of twenty-five and forty but there is no way to determine his exact age. He wears a black baseball cap that says "90049" on it in a plain white font and a black T-shirt and jeans.

He pulls into traffic and SINGS along with the song as opening credits begin. Suddenly two cars pull up behind him, SCREECHING tires, the whole bit. The drivers of the cars are tough guys with guns. Manning notices them in his rear-view but he stays calm, still singing along with the song.

SUPERED TITLE: SANTA MONICA, CALIFORNIA

After some obligatory car chase stuff (SKIDDING around corners, bad guys SHOOTING at the good guy, the good guy driving fancy - the usual kinds of things that happen in movies like this) we find that the bad guys have caught up with Manning. Their cars are positioned on either side of Manning's car, keeping pace with him.

The DRIVER OF THE CAR TO MANNING'S LEFT points a 12-gage shotgun at Manning, who doesn't seem very concerned about this in the slightest. This kind of thing happens to him almost every day.

Manning leans over to the passenger's side just as Left Driver pulls both triggers. The shotgun BLAST goes straight through Manning's car missing Manning completely but taking off the entire head of the driver of the car on Manning's right side. Right Driver's body slumps forward, his foot pressing the accelerator. The car, now pretty much minus a driver, swerves to the right and speeds towards the sidewalk.

EXT. SIDEWALK

Right Driver's car SMASHES into a lamp post. His headless body CRASHES through the windshield and soars through the air, landing on the hood of a car about to pull out of a parking lot. A MAN and WOMAN in the car SCREAM but no one is injured.

INT. MANNING'S CAR

Manning, still leaning over on the passenger side and singing along with the song, opens the clove compartment and roots through the contents until he finds a small can of pepper spray. He raises up and sprays Left Driver square in the face.

EXT. LEFT DRIVER'S CAR

Left Driver SCREAMS and claws at his eyes as he punches the gas involuntarily. His car veers to the left, picking up speed as it cuts across oncoming traffic and heads into a large supermarket parking lot. The car scrapes the rear of a parked Pinto. The Pinto EXPLODES flipping Left Driver's car into a perfect spiral, spinning sideways and on fire as it continues forward on its way toward a huge supermarket window.

INT. SUPERMARKET

Left Driver's car CRASHES through the window and slams head-on and upside down into an aisle of groceries. That aisle of groceries tips over and smacks into the next aisle which knocks over the aisle after that, which knocks over the aisle after that, etc., etc., etc. levelling the entire store like a knocked over row of dominoes. Shoppers rush out of the way, SCREAMING. All escape injury. Through the cracked windshield we can see that Left Driver is dead, a gash in his forehead oozing blood. Left Driver's car EXPLODES in a large orange fireball.

INT. MANNING'S CAR

Manning smiles and continues singing and driving. It's just another average sunny day in Santa Monica.

The song and opening credits have finished.

INT. A BATHROOM AT A PARTY - NIGHT

The door flies open and FILLAMINA MINYON, a painfully beautiful, blond, twenty five year old rock and roll singer in a knee weakening, low cut pink dress, pushes SCOTT CAREY, a brown haired studious type in his mid-twenties, down to a sitting position on the toilet. She kisses him hard over and over again, running her pink fingernailed hands over Scott's body. It's obvious that she is just moments away from screwing his brains out.

Fil kicks the door closed with her foot and undoes Scott's belt and pants. Throbbing party MUSIC (insert potential hit single here) can be heard from the next room.

Scott and Fil giggle at this and kiss some more. Fil pulls Scott's pants down as he tries to carry on a conversation.

Fil giggles and starts pulling at Scott's underwear.

Fil fluffs out her skirt and straddles Scott, taking him inside herself (we don't see this of course, it's only an R rated movie!). Scott groans with pleasure as Fil starts to wiggle in his lap.

Fil is really letting Scott have it. Both are near orgasm.

Suddenly we hear a BUZZING sound. Scott looks around the bathroom , trying to find the source of the buzzing.

It dawns on him.

Fil is going all but insane. Grinding and SCREAMING, she rips open her dress and presses her breasts in Scott's face.

INT. SCOTT'S BEDROOM - DAY

Scott bolts up to a sitting position. He is in bed and it was all a dream, the buzzing sound coming from his alarm clock. He grabs the clock and bangs it on the nightstand.

He throws the clock out the window. Well, he tries to anyway. The clock CRASHES through the window which is closed.

He gets out of bed and we can see that he is wearing a T-shirt with a stylised logo that says "Dobbs' School of Taxidermy" and plaid boxer shorts. He heads into the bathroom. He turns on the SHOWER and closes the bathroom door.

SUPERED TITLE: SAN DIEGO

A beat or two passes and the bathroom door opens. Scott walks back into the bedroom and picks up the January, 1985 issue of Playboy off of his dresser. He goes back into the bathroom and SLAMS the door closed.

EXT. THE FEDERAL BUILDING IN WESTWOOD - DAY

Establishing shot.

INT. THE LOBBY OF THE D.A.D.

Elevator doors open and Manning steps into the lobby of The Department of Acquisition and Dispersal, a highly secret branch of the United States Government. There is a large sign behind PAULA, the receptionist's desk, with a very official looking logo that says: "To Collect And Drop Off.". We can see typists in cubicles tapping away at keyboards. Manning, holding a manilla envelope, steps up to Paula. She's the snotty New York type (but cute).

SUPERED TITLE: WESTWOOD

She laughs as Manning continues on his way.

INT. KRELMAN'S OFFICE

KRELMAN, the head of the D.A.D, sits behind his desk, talking on the phone. He is a balding man who is about 55 years old. His office is one of very sturdy and highly polished wood furniture and old leather bound books.

Manning enters and Krelman motions for him to sit down as he finishes his phone call.

He hangs up and turns to Manning.

Manning hands it over.

Krelman picks up the phone and punches in three numbers. He waits a moment then speaks.

He hangs up and turns back to Manning. KRELMAN How are you?

Krelman really tries to hold it in.

Krelman freaks out at this.

Krelman cuts him off and grabs a letter opener.

Krelman puts down the letter opener and lightens up.

Krelman picks up the phone, dials three numbers and waits a moment.

He hangs up and turns to Manning.

Manning stands. He and Krelman shake hands.

Manning exits.

INT. MANNING'S APT. - NIGHT

Manning is sitting on his couch, reading the file while the 11:00 news plays on the television. He turns a page and reads for a moment.

SUPERED TITLE: LOS ANGELES

Manning looks to the TV as he turns another page.

Manning clicks off the TV with the remote.

FADE TO BLACK.

EXT. SCOTT'S HOUSE - DAY

It's a sunny day. The door opens and Scott exits, carrying a medium sized ice chest and a small sack of groceries. He is wearing a faded black T-shirt that has a picture of Fillamina Minyon on the front and on the back says "Fil and Tropik's Too Pink to Think Tour 1996" and has a list of cities and tour dates. He locks the front door, drops the keys in the mail slot and walks to his car, an old green four door, and puts the chest and sack on the front seat on the passenger's side. He gets in the car and starts it up. As he waits for the engine to warm up he pops open a can of Cactus Cooler and waves goodbye to his house (the bedroom window is still broken).

SUPERED TITLE: SAN DIEGO

He takes a long pull off of the Cactus Cooler, puts on a pair of sunglasses, and drives off.

EXT. GRAVEYARD - DAY

Three mourners are in the process of leaving Radcliffe's grave. Manning leans against his car, wearing a Walkman, as he watches. "Born, Never Asked", a song by Laurie Anderson, plays on Manning's Walkman (and over as well). We hear nothing else.

After a few moments the mourners are gone. Manning approaches the grave alone. The tombstone says "R.N. Radcliffe - Trusted Friend". Manning shuts off the Walkman and pulls a pint of bourbon out of his coat. He opens it and takes a long swig.

He takes another drink and pours the rest on the grave.

He caps the bottle and puts it in his pocket then he turns his Walkman on and heads back to his car.

FADE TO BLACK.

INT. SCOTT'S CAR - DAY

Scott is driving on a freeway. He is wearing one of those headsets like telephone operators have, the ones with that little piece of bent plastic tubing with a mini microphone pointing towards their mouths. The headset is plugged into a boombox.

SUPERED TITLE: OUTSIDE RANCHO ENCHILADA

He slides a tape of The Moody Blues Greatest Hits into the car stereo and the song "Knights In White Satin" begins. He sings along with it half-heartedly. After a minute or so we:

INT. MANNING'S CAR - DAY

Manning is driving on the freeway too. He is singing along with the remake of the song "Knights In White Satin" recorded by The Dickies. He screams along with the lyrics and keeps time by pounding on the steering wheel. After a minute or so Scott passes Manning's car. Scott looks at Manning as if Manning were insane. Manning doesn't notice. After a beat or two Manning's car passes Scott's, tearing down the freeway.

EXT. DINER - DAY

An establishing shot of a diner with a sign that says, "Rancho Enchilada Enchilada Ranch Restaurant, "The Best Enchiladas In All Of Rancho Enchilada! Four Stars!" - The Rancho Enchilada Daily Rancho Enchiladian".

SUPERED TITLE: THREE GUESSES...

INT. DINER - TWENTY MINUTES LATER

Scott is looking over a book of weird American tourist sites and making plans for his road trip as he sits at the counter eating from a plate of enchiladas and lasagna. He skims a few pages and mutters to himself.

The shot widens. Manning is sitting next to him.

Scott starts to stand and gather up his stuff. He's really scared but trying to keep it together.

Manning grabs Scott's hand and speaks in a very bad James Bond voice.

Scott grabs his stuff and drops a five dollar bill on the counter. He stumbles nervously on the way out the door. Manning shouts to him.

Scott doesn't stop. A WAITRESS steps up to the counter as Manning watches Scott through the window. Scott throws his stuff in the back seat and drops his keys twice while getting into his car. He fires up the engine and peels out of the parking lot.

The waitress squints at the five in the light. She stops chewing her gum just long enough to yawn:

A beat or two passes. Manning prepares to leave.

INT. SCOTT'S CAR - DAY

Scott is driving away from the diner. He is visibly shaken and almost freaking out. He speaks into his headset.

EXT. SCOTT'S CAR

There is a flash of metal in Scott's lane (actually it's Manning's car but the audience really shouldn't notice until the second time they see the movie).

CA-RUNCH! Scott stomps on the breaks but slams into Manning's car none the less. Manning's car hits Scott's in the passenger side door. Manning's car rolls several times finally coming to rest upside down on the side of the road. Scott skids to a stop a way after Manning's wreck. He sees the accident in his rear-view mirror, looking out the rear window after he stops.

He backs his car up to the wreckage. He throws open his door and, in his excitement, almost strangles himself trying to get out of the car before unfastening his seatbelt. He struggles with the belt latch a few times, gets it undone, and hits his head on the doorframe hard as he tries to stand up. He gets out of the car, and stands. Scott takes two or three steps toward Manning's car and passes out, flat on his back.

EXT. SIDE OF THE ROAD - NIGHT

It's about an hour after the wreck. Scott sits on the rear bumper of one of those van sized ambulances holding an ice bag on his head as he watches Manning talk with A COP NAMED KELTON. Manning has a backpack over one shoulder but no baseball cap.

A tow truck takes away what is left of Manning's car while PARAMEDICS ONE AND TWO load up the ambulance.

As Scott watches, Manning pulls a card out of his wallet and shows it to Kelton. Kelton says something to Manning that Scott can't hear. Manning and Kelton laugh. Scott seems confused. Manning takes out a black Sharpie felt tip pen, signs the back of the card, and hands it back to Kelton. Manning points to Scott and says something and Kelton laughs hard.

Paramedic One gets in the ambulance. Paramedic Two turns to Scott.

Scott stands and Paramedic Two closes up the ambulance.

He calls to Manning.

Manning calls back and waves.

Paramedic Two laughs and gets into the ambulance. The Paramedics drive off, leaving Scott standing alone. Manning and Kelton approach him.

Scott looks to Kelton.

Manning cuts him off.

Manning bolts for the car door as he yells over his shoulder to Scott.

It takes Scott three tries before he gets the door open (because of the dent) and another four before he gets it closed.

Kelton waves as Manning and Scott drive off then he pulls Manning's card out of his pocket, looks at it, whistles in awe, and walks toward his car.

INT. SCOTT'S CAR - NIGHT

Manning drives through the night as Scott thinks to himself.

Scott settles in the seat and begins to doze.

EXT. SCOTT'S CAR

Scott bolts upright in a panic. He rolls down the window and pukes his guts out.

EXT. VIDDY O'BLIVION - NIGHT

Manning pulls Scott's car into the parking lot of a mom and pop video store.

INT. SCOTT'S CAR

Scott is sleeping. Manning nudges him.

Manning smiles, gets out, and heads into the store.

SUPERED TITLE: HELLFIRE, ARIZONA

INT. VIDDY O'BLIVION

It's just like any other video store in these United States. An old movie plays on the store's monitors and an old black guy named DUDLEY sits behind the counter eating a meatball sandwich and drinking a can of Dr. Pepper. There is no one else in the store. Manning enters and walks to the counter.

Dudley winks, reaches under the counter, and hands Glen a Beta tape copy of some cheesy old movie in an original box.

Manning moves to the door. Dudley calls to him.

A confused look crosses Manning's face.

Manning exits. Dudley waits a moment then picks up the phone and punches in some numbers.

Dudley giggles as he hangs up. He punches a button on a remote control and the monitors change to a bad seventies teen hooter movie.

He laughs to himself, kicks back, takes a bite of his sandwich, and watches the movie.

FADE TO BLACK

INT. SCOTT'S CAR - DAY

Scott wakes up. He's a bit groggy. He yawns.

Manning tosses him a bag from Burger Meister, a national hamburger chain. Scott pulls a burger out and starts munching.

Scott eats for a moment. Slowly a look comes over his face. Scott has come to a conclusion.

Manning pulls over and parks. Scott tries to open the door three or four times and finally gets it open. He gets out of the car. He stands still for a moment as if thinking about something.

Manning gets out of the car and walks around to Scott's side.

Scott backs away from him.

Manning inches closer. Scott backs further away.

He picks up a large stick from off the ground and starts waving it like a weapon.

Scott holds up the stick.

Manning sighs. He takes a black Sharpie felt tip pen out of his pocket. He points it at Scott.

Scott laughs.

Manning steps closer. Scott swings the stick at him.

Manning sighs. He tosses the pen at Scott, hitting him square in the chest. Scott yelps, dropping the stick. The pen bounces off Scott's chest, landing on the ground. Manning sucker punches Scott in the jaw, knocking him out. Scott falls to the dirt. Manning picks up the pen and grabs Scott by the armpits, dragging him towards the car.

MONTAGE

"Spy World", a song by Wall of Voodoo, plays as we see the following:

Manning driving with Scott passed out in the passenger seat.

Scott wakes up screaming and waving his fists. Manning punches him out.

Manning parked, eating a cheeseburger from Burger Meister. He waves the burger under Scott's nose. Scott wakes up screaming and swinging his fists. He and Manning tussle a bit then Manning punches him out.

Manning buying some stuff at a hardware store.

Manning carrying a shopping bag from the hardware store to Scott's car.

Scott securely duct taped from head to toe in the front seat. He wakes up and starts to squirm and emit muffled screams (his mouth is covered as well). Manning socks him again.

Manning is sleeping in a motel bed. Scott is taped up in the bed next to him. Scott wakes up and rolls off of the bed, trying to free himself from the tape. He collides with a nightstand, knocking over a lamp. Manning gets out of bed and punches Scott out again.

Manning sighs.

EXT. PHONEBOOTH - DAY

Manning is talking on the phone.

He pulls the black Sharpie out of his pocket.

EXT. TV STATION - NIGHT

Manning pulls the car into the parking lot of a long deserted local television station. A large faded sign hangs on the front of the building saying "KEDW - CHANNEL 81 - Our Call Letters Don't Spell Anything". There are several garbage cans by the front door.

SUPERED TITLE: WALCOTT, NEW MEXICO

Manning parks and gets out with his backpack. He goes to the passenger side and tries to open the door three of four times before it opens. He shakes Scott a few times, waking him up.

Scott shakes his head as if to say "No fucking way!".

INT. TV STATION

A pair of double doors fly open. Manning is pushing Scott, (who's now taped into an office chair with wheels) down a lighted hallway, looking for the proper door.

Manning pushes Scott's chair into the room.

INT. THE VAULT

The Vault is a storage room filled with old machinery, tapes, monitors, and such. The place is a mess. Manning searches around the room for a moment, finally finding what he came for under a tattered and dusty sheet. He is amazed.

And so it is. The thing is huge, taking up almost an entire wall. Manning looks for a moment and finds a large Frankenstein looking switch. He grabs it with both hands, forcing it down, into the on position.

Nothing happens.

At first...

Suddenly sparks shoot out here and there and lights come on followed by a low and rather frightening HUM. Scott is so scared his eyes are almost bulging out of his face. Manning slides the Beta tape into a slot and presses a button. Fifteen or twenty monitors of all shapes and sizes are scattered around the room. They all come to life with that FBI warning that all video tapes start with. Manning laughs like an insane Dr. Frankenstein.

Manning pushes another button, scanning to the start of the movie. He presses play then turns to Scott.

(Note: At this point Manning shows Scott an old movie that confuses Scott to no end. Manning then cuts Scott out of the duct tape with a large pair of pruning shears and explains things to him. On a second audio track the tape holds the plans for a big bomb that would destroy the world. Scott is pretty sure that Manning is crazy and deftly grabs a large monkey wrench out of a toolbox while Manning isn't looking. Scott lies to Manning and tells him that he will help him take the tape to New York. They gather themselves together and start to exit the building when·)

INT. TV STATION HALLWAY

Manning and Scott are on their way out of the building. Manning sees a KEDW baseball cap on a desk. He places it on his head and wears it for the rest of the movie.

A tough looking guy with an Uzi steps out of the darkness. He is French and speaks with A heavy accent. His name is TALL PIERRE and he wears a black suit. He and Manning know each other.

Scott turns to Manning.

Manning and Scott walk to the exit, Tall Pierre behind, holding his gun on them.

Manning whispers to Scott.

Scott opens his coat a bit, showing Manning the wrench.

Manning turns to Tall Pierre.

Manning pulls the wrench out of Scott's coat.

Scott turns to Manning.

He laughs at his own joke. Manning laughs with him which makes Tall Pierre laugh even harder. Manning motions to Tall Pierre, he wants to whisper something to him. Tall Pierre bends down and Manning puts his mouth close to Tall Pierre's ear.

Manning grabs Tall Pierre's head and SCREAMS into his ear as loud as he can. Tall Pierre drops the Uzi in shock as Manning swings hard at Tall Pierre's skull with the monkey wrench. He connects and Tall Pierre goes down in a heap.

Manning picks up Tall Pierre's Uzi and turns to Scott.

Manning drops the wrench and they head down the hallway.

After a couple of turns they reach the front door. Manning opens the door slowly. "Secret Agent Man", the version by Devo begins. There is a car in the parking lot. Another Frenchman, SMALL PIERRE, is crouched behind the car's open door with an Uzi. Manning calls to him.

Manning turns to Scott.

Manning exits the building, hiding the Uzi behind his back.

Manning steps out and toward Scott's car. Small Pierre stands up behind his car's door.

Manning drops behind Scott's car and FIRES the Uzi, SHATTERING Small Pierre's windshield. Small Pierre ducks out of the way. Manning calls to Scott.

Small Pierre rises up and SHOOTS at Scott's car, making five bullet holes in the driver's side door.

Manning FIRES at Small Pierre, who ducks down again.

Small Pierre rises and FIRES at Scott, SHOOTING holes in the doorframe.

Manning gestures towards the trash cans.

Scott's face lights up. He has an idea.

Manning flashes his fingers at Scott, "One...two...three!", then stands and SHOOTS at Small Pierre, who ducks down.

Scott grabs a trash can lid and, holding it like a shield, runs for his car. Small Pierre rises and FIRES at Scott. The first bullets start the trash can lid spinning on the handle that Scott holds and, as the lid spins, the rest of the bullets tear through the lid as if it were, well, a ordinary trash can lid.

Manning raises and tries to fire at Small Pierre but he's out of bullets. He tosses the Uzi away and ducks down.

Scott SCREAMS all the way to his car, where he ducks down.

Manning takes the trash can lid from Scott and raises.

Manning chucks the lid toward Small Pierre like a Frisbee. Small Pierre stands to answer Manning.

The trash can lid smacks Small Pierre in the forehead, knocking him out. He stands still for a moment then falls on his back in the dirt. Manning turns to Scott.

Manning laughs.

They both get in, Manning behind the wheel. Scott has trouble with the car door.

Manning starts up the car, slides a cassette into the stereo and pulls away from the TV station. "The Big Country", a song by Talking Heads begins.

MONTAGE

The song plays as we see the following shots:

Manning drives through the night as Scott sleeps.

The car passes farms, oil refineries, industrial structures, gas stations, office buildings, etc. Almost all of America in a nutshell.

The car passes signs: CONRAD, OKLAHOMA

MARCO, KANSAS

FULLER, MISSOURI

Night turns into day.

Manning pulls the car over and wakes up Scott.

INT. SCOTT'S CAR - DAY

Scott is driving. It seems as if Manning isn't in the car. Scott talks into his headset as he drives.

Scott stops the tape recorder and drives for a moment or two. We hear Manning's voice, yawning from the backseat.

Scott laughs and turns to the backseat.

EXT. BURGER MEISTER - DAY

Establishing. Scott's car pulls into the drive through.

INT. SCOTT'S CAR

Scott drives up to a large menu with a speaker in it. Manning sits in the backseat behind Scott. He rolls down the window. A BURGER GUY inside speaks to them over the speaker.

SUPERED TITLE: CROSSROAD, ILLINOIS

Manning speaks to Burger Guy in a fake New York voice.

Scott turns and looks at Manning.

The MANAGER voice comes through the speaker.

Suddenly the manager seems very impressed.

Scott is amazed. Manning taps him on the shoulder.

Scott slides over to the passenger side and Manning climbs over the seat. He pulls up to the window.

EXT. THE WINDOW

The manager is at the window. He hands Manning three Burger Meister bags and a couple of half-gallon drinks.

Manning passes the bags and drinks to Scott. Manning talks normal.

The manager looks depressed.

Manning drives off.

INT. SCOTT'S CAR

Scott opens a bag and reaches inside.

He pulls out a 45. Pistol and a box of shells.

He hands Manning a cheeseburger. The both start eating.

Scott stops chewing and looks at his burger for a moment. Manning laughs. Scott looks at Manning for a beat. Then he busts out laughing too. They both crack up.

EXT. SCOTT'S CAR - NIGHT

It's early evening. Manning drives as Scott looks through Manning's cassette case. All of the tapes are homemade and have their titles hand-written in black Sharpie. Scott reads some of them out loud.

SUPERED TITLE: TALBOT, OHIO

Scott smiles and slides the tape into the car stereo. A song by Fil and her band begins (insert other potential hit single here). It's a rock and roll tune but not too heavy, sort of like Milla meets Joe Jackson. They ride and listen for a minute then something crosses Scott's mind.

Manning sighs.

EXT. AN ALLEY - NIGHT

We hear GUNSHOTS. Manning and RADCLIFFE duck into the alley. They both have pistols and are a bit out of breath. Radcliffe wears a black jacket over a Marilyn Monroe T-shirt. The scene plays more than a bit like Butch and Sundance.

Manning laughs.

They brace themselves, count to three, and step into the street.

EXT. STREET

LEWIS waits in the doorway of a closed liquor store. CASTLE is standing behind a parked car.

Lewis FIRES at Manning, missing him completely but BLOWING two holes in a phonebooth. Manning SHOOTS Lewis, who falls through the window of the liquor store. Castle FIRES an Uzi at Radcliffe. Radcliffe spins around in a circle and SHOOTS Castle in the shoulder. Castle falls to the street.

Radcliffe slumps down on a bus bench and sighs. Manning steps up to Radcliffe.

Radcliffe is very depressed and whiney.

Radcliffe mumbles something.

Radcliffe mumbles again.

Manning laughs. Hard. He doesn't believe it for a second.

Radcliffe opens his jacket. His Marilyn Monroe T-shirt has three holes in it and he is bleeding. Radcliffe is angry, both at Manning and himself.

Radcliffe points his gun at Manning.

He drops the gun.

Radcliffe looks down at his shirt.

He coughs and spits about a half a cup of blood into his hand.

Manning takes a step toward the phonebooth. Radcliffe calls to him. He is suddenly calm and serious.

Radcliffe breathes his last breath. He slides over to a laying position on the bench. He is smiling. Ever so slightly, but smiling none the less.

Manning takes an old broom out of a trash can next to the bench and snaps it in half over his knee.

We hear a weak voice. Castle isn't dead yet.

Castle is laid out on the sidewalk. Manning starts toward him.

Manning moves closer, holding the broomstick like a club. He smiles.

Castles eyes get wide. He's about to get beaten to death and he knows it.

Manning raises the broomstick. He brings it down with full force. Just before it makes contact with Castle's head we...

BLACK

Hold for a moment.

INT. SCOTT'S CAR - NIGHT

Manning is driving. His story is finished.

Manning reaches into one of the bags from Burger Meister. He pulls out a black Sharpie and hands it to Scott.

Scott puts the pen in his pocket.

Manning points through the windshield.

Scott looks and reads to himself. His eyes light up. He is amazed.

EXT. BAR - NIGHT

The sign outside says: ONE NITE ONLY! FIL AND TROPIK! IN PERSON! RECORDING A NEW LIVE ALBUM!

Scott's car pulls up and parks (there is a pink bus parked near the building). Manning and Scott get out. Scott has to work with the car door. Manning slaps him on the back.

SUPERED TITLE: BRECKENRIDGE, PENNSYLVANIA

INT. BAR

Manning and Scott enter. The place is about half full and everybody is having a great time. Fil is onstage doing a live version of the song that we heard in Scott's car. She is wearing a pink turtleneck jump-suit without sleeves that is about two sizes too small. She looks hot. Every red blooded male watching the movie should sigh out loud with deep longing and a desire to practice unsafe sex with wild abandon.

Manning speaks in Scott's ear.

Scott flashes him a "thumbs up" and Manning heads for the bar. Scott watches for a minute then slowly moves toward the stage as the song ends. The crowd goes nuts.

The band goes into a hard rocking version of the Iggy Pop song "Funtime". After a chorus or two a roadie slips a guitar around Fil's neck but Fil doesn't play it. During the middle eight Manning jumps on stage, stands behind Fil, wraps his arms around her, grabs the guitar and plays a blistering solo.

Scott all but shits. After the solo Manning lets go of Fil and steps to the edge of the stage. He reaches out a hand and pulls Scott up on stage and they both join in on backing vocals. Scott is a little scared at first but soon really starts digging it. The song ends and Fil hugs them both, planting kisses on their cheeks. The crowd goes nuts again.

INT. BAR - NIGHT

It's about an hour later. The bar is almost empty. Ten or twelve people sit finishing their drinks and conversations, while the bartender closes for the night and Fil's band packs up. Manning and Scott sit at the bar nursing a couple of beers. Fil sits between them. Scott is filling out some paperwork with his Sharpie while Fil coaches him from over his shoulder. She's a bit of a flirt and a really cool person.

Fil laughs and kisses his cheek again.

She turns to Manning.

She kisses his cheek.

Glen heads for the men's room. Fil puts an arm around Scott.

Scott signs it and hands it to her. Fil folds it up and then unzips her jump suit to just below her breasts (all we see is cleavage). She tucks the paper into her suit.

She laughs as she zips up.

A man's hand enters frame and grabs Fil, yanking her up to a standing position. Pulling back we see that it is FAT PIERRE, another one of the French agents. He is holding a gun to Fil's head. Standing next to him is THIN PIERRE, an agent also. Fat Pierre fires a SHOT into the ceiling.

The remaining bar PATRONS look at the Pierres and themselves trying to figure out what Fat Pierre has just said. After a moment of this Fil calls out to the Patrons.

The patrons split. Scott turns on his barstool.

Manning comes out of the bathroom. He sees what's going on.

Fat Pierre presses his gun to Fil's temple.

Scott gets off the barstool. He comes on tough.

Manning smiles. He steadies his 45., aiming for the back of Fat Pierre's head.

The Pierres look at each other. They both shrug their shoulders. Thin Pierre draws a pistol from a shoulder holster and points it at Scott.

He's scared but Scott lays it on thick. He grabs his beer bottle off of the bar.

Scott slams the bottle on the bar. It doesn't break. It bounces off the bar rail and out of his hand with a dull thud and flies across the room, shattering against a wall.

The Pierres look at each other and sigh. Thin Pierre cocks his pistol.

Scott grabs Manning's beer bottle.

Scott slams the bottle on the bar. It bounces off too but Scott hangs on to it.

The Pierres look bored. Fat Pierre cocks his pistol.

Manning is just about to fire.

Scott brings the bottle down as hard as he can. It doesn't break. It hits the edge of the bar and knocks a jagged piece out of it about the size of half a spare tire. Scott looks at the bottle.

The two Pierres look at each other for a beat then bust out laughing. Fil and Scott make eye contact. Fil nods to Scott three times then moves her head as far away from Fat Pierre's pistol as she can.

Scott tosses the bottle at Fat Pierre, hitting him square in the forehead. Fat Pierre releases Fil and drops to the floor.

Thin Pierre doesn't notice. He's far too busy laughing. Fil turns and kicks him in the nuts. Hard. Thin Pierre doubles over and Fil slugs him in the face. Thin Pierre goes down as well.

Fil turns to Scott. She strikes a pose.

Scott is amazed.

She grabs him and gives him a kiss full on the mouth.

Manning rushes up.

Fil grabs a pink suitcase and purse from off of the floor and all three exit.

EXT. BAR - NIGHT

"Survival", a song by Joe Jackson begins as the door flies open and Manning, Scott and Fil rush out. Except for Scott's and the Pierre's cars the parking lot is empty.

Thin Pierre staggers out of the bar. He FIRES at Scott's car, taking out a headlight and blowing a hole in the windshield.

Manning struggles with the passenger side door. Thin Pierre slides another clip into his gun.

Scott reaches into Manning's coat as Tall Pierre starts SHOOTING again. Scott is calm.

Scott pulls out Manning's 45. and calmly turns to Tall Pierre. He calls to him.

Tall Pierre stops shooting.

Scott raises Manning's pistol and SHOOTS Tall Pierre in the foot. Tall Pierre goes down SCREAMING. Scott blows the smoke out of the barrel of the pistol.

Manning is amazed. Proud but amazed.

Scott tosses Manning the keys.

They pile in the car and speed off.

INT. SCOTT'S CAR - NIGHT

Manning drives, Scott sits on the passenger side, and Fil sits in the back, leaning forward between them. Scott turns to Fil.

Fil reaches into her right shoe and pulls out a black Sharpie. She smiles as she shows it to Scott. Scott is amazed.

Manning looks it the rear-view.

INT. BIG PIERRE'S CAR

A car driven by MEDIUM PIERRE is following them. BIG PIERRE, a black man sits in the passenger seat. Big Pierre is the Pierre's leader. He speaks perfect English with a slight accent.

INT. SCOTT'S CAR

Fil picks up Manning's backpack and looks at it, thinking of something. Neither Manning nor Scott notices.

EXT. FREEWAY

"Cinderella Undercover", a song by Oingo Boingo begins. Big Pierre's car catches up with Scott's. Big Pierre rolls down his window. INT. SCOTT'S CAR

Manning rolls down his window.

Big Pierre aims a pistol at Manning.

Manning levels his pistol at Big Pierre.

Big Pierre SHOOTS out the front tire of Scott's car then Medium Pierre yanks the steering wheel to the right, slamming into Scott's car. Manning yells to Scott and Fil.

Manning fights to keep control of the car but it's no use. Scott's car skids sideways, coming to an abrupt stop, striking a big metal pole. Fil scrambles to the other side of the backseat as the back door on the passenger's side is smashed in by the pole.

We see a quick cut of Scott being jerked to the right on impact.

Manning and Fil climb out of the wreck as Big Pierre's car pulls up. The Pierre's get out, guns raised.

Big Pierre SHOOTS Glen in the thigh. Glen goes down SCREAMING.

Fil leans into the car's rear window and pulls out Manning's backpack. She reaches in and takes out the video tape and extends it to Big Pierre.

Big Pierre takes the tape from Fil.

A strange look takes over Big Pierre's face as he looks at the tape. It's as if he has become drunk with power.

Big Pierre SHOOTS Medium Pierre in the forehead then he SCREAMS at Medium Pierre's corpse.

Big Pierre has gone insane. He empties his gun into Medium Pierre's body, laughing like a maniac. He FIRES until out of bullets and continues pulling the trigger as it CLICKS.

There is a "TOONG!" sound and Big Pierre's eyes cross. He drops out of shot. Fil is standing behind him, having just whacked him in the head with a hubcap. Fil moves toward Manning.

Fil moves to Manning and kneels to check his leg.

Fil tears off one of Manning's sleeves and ties it around his wound. Manning winces in pain.

Fil looks around.

Manning raises to a sitting position and looks around.

Manning and Fil look at each other.

Fil starts to help Manning up.

They take a couple of steps toward Scott's car, Manning limping. The car is totally wrecked (in fact the passenger side door is missing but no big deal is made of it).

EXT. ROAD - NIGHT

The shot is one of a very straight, very long road that extends back all the way to the vanishing point. "Stay Ready", a song by Klark Kent begins.

We notice a dot on the horizon. The dot slowly gets closer. There are strange flickering lights on either side of it. Two sets of headlights appear on the horizon. Two cars are chasing the dot, one on either side of it as well. There are flashes of light coming out of the side windows of the cars.

The dot gets closer...

There is a SCRAPING sound.

Closer...

GUNSHOTS. The lights from the car's windows are from two men SHOOTING at the dot.

Closer still...

The dot is Scott sitting on the door from the passenger's side of his car, hanging on for dear life. The door is sliding on the road. The strange lights are sparks shooting out from where the metal of the door connects with the road. Scott is screaming and totally freaked out.

Scott slides closer until his screaming face fills the camera and the shot goes black.

EXT. SUPERMARKET PARKING LOT - NIGHT

The car door, with Scott still hanging on and screaming, slides into a huge supermarket parking lot spewing sparks and followed by the two cars. The parking lot is so large, in fact that it has a fountain. The supermarket has a sign that says: "THE LARGEST SUPERMARKET IN AMERICA!".

The car door abruptly stops when it hits a curb in front of the store. Scott is thrown forward by the momentum and somersaults to a standing position in front of the supermarket's front door. He bolts inside.

SUPERED TITLE: VALDA, PENNSYLVANIA

INT. SUPERMARKET

Scott runs up to a BOX BOY and screams in his face.

The Box Boy calls to a checker.

He rushes off. "Lost In The Supermarket", a song by The Clash begins.

FOUR PIERRES enter the store with their guns raised. They stop and screw silencers onto their pistols. One of them sees Scott running through the store.

They take off in different directions.

Scott runs down a long aisle stocked with nothing but cooking oil. He grabs some bottles of oil, tossing them behind as he runs. They shatter behind him, coating the aisle floor with oil.

The Third Pierre turns the corner, running after him and slips in the oil, sliding almost the full length of the aisle and into a large stack of coffee cans. They collapse on him leaving only an arm and leg sticking out.

Scott turns around, hearing the falling cans.

He keeps running.

Scott turns a corner and is about to head down an aisle when he sees two Pierres (One and Four) walk past it at the other end. He grabs two bottles of Windex off of a shelf and doubles back the way he came.

The two Pierres are just about to turn into an aisle when Scott leaps out at them. He flies through the air sideways and in slo-mo, firing both bottles of window cleaner. The shot looks like one out of a John Woo movie. The Pierres grab their eyes as Scott pops into frame behind them, banging their heads together with a gallon or milk in each hand. The milk jugs explode in two large flashes of white and, as we are still in slo-mo, this single piece of film will no doubt outlive us all in the minds of cinema students the world over.

We lose the slo-mo and Scott runs off.

He runs down an aisle, scanning the packages of food.

He kisses the box and rushes off.

The Second Pierre is looking for Scott a couple of aisles over. He hears him shout and heads in his direction.

Scott looks through his pockets franticly as he runs. No dice.

He turns down an aisle of stationary supplies.

The Second Pierre is standing behind him. He cocks his gun.

Scott picks up a floor display that is filled with adhesive tape and tosses it at the Pierre, knocking him down.

He grabs a black Marks-A-Lot and runs for the cash registers, ripping the packaging open with his teeth.

Scott draws a large "X" over the bar code on the Mac and Cheese box just as he reaches the checkout line. There is only one cash register open and a CUSTOMER is just about to leave. The CHECKER gives Customer his change.

The next person in line is a LADY with a whole shopping cart full of groceries. She loads them onto the conveyer belt. SCOTT Excuse me. Do you think I could go ahead of you? All I have is this.

The Second Pierre SHOOTS at Scott. He misses him but the bullets BLOW a six pack of the Lady's Diet Coke out of her hand. The Checker and Lady duck down.

Scott climbs on the conveyer belt, reaching for the scanner with the box of Mac and Cheese.

The Second Pierre FIRES again. The cash register explodes.

Scott slides the box over the scanner and sighs.

Nothing happens.

Second Pierre SHOOTS, the bullets just missing Scott. He jumps off the conveyer belt and runs for the door still holding the box.

EXT. SUPERMARKET PARKING LOT

Scott rushes out of the store and into the arms of the three other Pierres.

Second Pierre exits the store.

Pierres One and Three hold Scott's right hand and Pierre Four holds his left. They stretch his arms as far as they can go.

Second Pierre raises his pistol.

Scott sweats.

Second Pierre starts to squeeze the trigger.

The other Pierres smile.

Scott closes his eyes.

CLICK! No bullets.

Third Pierre lets go of Scott's hand and brings Second Pierre a pistol.

Suddenly a large police van pulls up. The back doors fly open and eight COPS leap out, guns raised.

Scott and the Pierres drop to the ground.

Ropes come flying down the side of the supermarket. Five S.W.A.T. members repel down to the parking lot with guns.

Eight Paratroopers land in the parking lot. They surround Scott and the Pierres, training M-16's on them.

A large Army tank appears from behind the supermarket. It levels its big gun at Scott and the Pierres.

Three manhole covers EXPLODE up into the air, landing with loud CLANGS. Two Frogmen climb out of each one and take positions with spear guns.

A submarine's conning tower rises up in the fountain. A hatch opens and ten Navy S.E.A.L.S jump out holding rifles.

An average looking helicopter lands and two men get out, holding strange looking ray gun rifles that no one has ever seen before.

Scott waves the Macaroni and Cheese box in the air.

A very official looking government car pulls up and GENERAL ROBERTS gets out, followed by an AIDE. General Roberts, a five star career guy, is fully pissed off. He yells everything.

Everyone points to Scott.

General Roberts approaches Scott. He snarls at his Aide.

The Aide grabs Scott by the collar of his shirt and yanks him up into a standing position.

General Roberts is about to scream but Scott cuts him off. He speaks very fast.

General Roberts salutes Scott. Scott lamely returns it.

INT. BIG PIERRE'S CAR - NIGHT

Fil is driving. Manning looks out the window. He sees the parking lot filled with men and vehicles.

EXT. SUPERMARKET PARKING LOT - NIGHT

The cops are herding the Pierres into their van. Scott is now in charge and he's loving it. He's smoking cigars and talking with General Roberts.

The cop's van takes off and General Roberts addresses the crowd.

He turns to Scott.

He and Scott shake hands. The cops and Armed Forces men start to leave. General Roberts gets into his car.

Scott waves as General Roberts' car drives off.

Manning and Fil step into frame next to him.

Scott turns.

They lead Scott to Big Pierre's car.

They get to Big Pierre's car. Big Pierre is long gone.

INT. SEMI TRUCK - NIGHT

A typical cowboy type TRUCKER is hauling a load somewhere. He spots a hitch hiker on the road up ahead. He pulls over and opens the passenger side door.

We see that the hitch hiker is Big Pierre.

The Trucker thinks about this for a moment, and is about to say "No!". Big Pierre holds up a fat wad of cash.

EXT. BIG PIERRE'S CAR - NIGHT

Manning, Scott, and Fil are discussing Big Pierre.

Fil pulls a Beta tape out of her purse. She smiles.

INT. BIG PIERRE'S CAR - NIGHT

Scott is driving, Manning sits in the passenger seat, and Fil is in the back, changing her clothes. Scott catches a glimpse of her in the rear-view. Fil catches his gaze and smiles. FIL Pull over up here, Scott.

SUPERED TITLE: HARPER, NEW YORK

Scott parks and they all get out. Fil is wearing a pink skirt and matching tank top.

Fil takes a garage door opener with three or four buttons on it out of her purse and points it to the sky. She presses a button and a red light on it blinks. She puts it back and takes out two audio cassette tapes.

She hugs Manning and kisses his cheek. She turns to Scott.

She reaches under her skirt and slides down a pair of hot pink satin panties. She steps out of them and hands them to Scott.

Fil grabs him and gives him a big, wet, sloppy, French kiss. She ends the kiss with four or five little sucking kisses on his bottom lip.

There is a bright pink light in the sky. It gets closer and closer until a hot pink flying saucer lands.

She presses another button on the garage door opener and a door in the saucer slides open.

She starts walking into the ship.

Manning starts laughing. He has to lean on the car to keep from falling over.

She enters the ship and the door closes. The saucer takes off. We see a crane shot of Scott and Manning. Scott is waving goodbye to the saucer and Manning is on the ground, laughing his ass off. Scott notices that he is still holding Fil's panties. He tucks them into his pocket and waves some more.

FADE TO BLACK

INT. SCOTT'S APARTMENT - DAY

Scott walks into the kitchen, opens the refrigerator, and takes out a Cactus Cooler. He pops it open and takes a gulp on his way to the living room.

INT. LIVING ROOM

Scott walks in and sits on the sofa.

SUPERED TITLE: NEW YORK CITY

He presses "play" on a new boom box and relaxes. After a moment his voice comes out of it.

EXT. SOMEWHERE IN FRANCE - DAY

We see an ordinary cinderblock building sitting in the middle of nowhere. All is quiet. Birds chirp. Clouds roll by.

SUPERED TITLE: SOMEWHERE OUTSIDE PARIS

Suddenly the windows BLOW out with a huge green EXPLOSION. A sickly green fog billows out slowly.

EXT. A FARM IN FRANCE

A French looking guy is picking grapes in a field, wearing a Walkman. The green fog looms on the horizon but he doesn't see it.

The green fog gets closer.

Closer still.

He notices a strange smell and sniffs the air just before the green fog surrounds him.

Now totally engulfed by the fog he starts to gag and collapses to his knees, puking his poor French guts out.

EXT. FRENCH SKYLINE

The fog slowly moves into Paris and overtakes the Eiffel Tower. Thousands of French people can just barely be heard as they vomit overpriced cheese and sauces.

INT. SCOTT'S LIVING ROOM - DAY

Scott is still on the couch, listening to himself on tape.

Scott stops the tape, picks up a microphone, and hits "record". He speaks, finishing his story.

INT. BURGER MEISTER - DAY

A guy in a Burger Meister uniform is standing at the drive-up window with his back to us. The bell rings indicating that a car has arrived. The guy turns around and we see that it's Big Pierre. He speaks into his headset.

INT. SCOTT'S APARTMENT - DAY

Scott is finishing up.

There's a knock on the door. Scott stops the tape machine and goes to answer it.

He opens the door and Manning is standing in the hallway.

EXT. SCOTT'S APARTMENT BUILDING - DAY

The door opens and Manning and Scott walk to Manning's car.

Manning walks around to the driver's side and opens the door.

Manning gets in the car. Scott leans in the passenger's side window.

He starts the car.

Manning hesitates for a moment.

Scott gets serious.

INT. MANNING'S CAR

The passenger door SLAMS shut. Scott is siting in the car.

Scott takes a cassette tape out of his pocket and slides it into the car's stereo system. "People Have The Power", a song by Patti Smith begins. Manning smiles.

EXT. HIGHWAY IN NEW YORK - DAY

A helicopter shot of Manning's car driving out of town.

Two cars pull up behind Manning's car, one on either side. A guy in each car leans out of a side window. They start shooting at Manning's car. Manning accelerates, pulling away from the cars.

The chase is on!

The shot of the car slowly gets higher and higher until the cars are dots and then impossible to see. We keep raising higher, passing a flock of birds, an airplane, through a bank of clouds, out of the atmosphere, and out of Earth's orbit.

As we pull away from Earth we see Fil's pink saucer fly into frame, heading toward New York, quickly shrinking from our sight.

The camera turns pointing to the vastness of space. The millions of stars and possible worlds that exist in the inky blackness. All is right in the universe...for now.

SUPERED TITLE:

"Why Does The Sun Shine?", a song by They Might Be Giants begins, as do the closing credits.

The camera turns a bit more.

We see the Sun.

It's fucking beautiful.

FADE TO BLACK

NOTE:

At the end of the video release there is a quick shot of Dudley, the guy from the video store. He says:

DUDLEY And don't forget to rewind, motherfucker! I don't work for your ass, you know?