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Good Will Hunting (1997)

by Matt Damon and Ben Affleck.

Draft script.

More info about this movie on imdb.com

FADE IN:

EXT. SOUTH BOSTON ST. PATRICK'S DAY PARADE -- DAY

CUT TO:

INT. L STREET BAR & GRILLE, SOUTH BOSTON -- EVENING

The bar is dirty, more than a little run down. If there is

ever a cook on duty, he's not here now. As we pan across

several empty tables, we can almost smell the odor of last

nights beer and crushed pretzels on the floor.

CHUCKIE

Oh my God, I got the most fucked up

thing I been meanin' to tell you.

As the camera rises, we find FOUR YOUNG MEN seated around a

table near the back of the bar.

ALL

Oh Jesus. Here we go.

The guy holding court is CHUCKIE SULLIVAN, 20, and the largest

of the bunch. He is loud, boisterous, a born entertainer.

Next to him is WILL HUNTING, 20, handsome and confident, a

soft-spoken leader. On Will's right sits BILLY MCBRIDE, 22,

heavy, quiet, someone you definitely wouldn't want to tangle

with. Finally there is MORGAN O'MALLY, 19, smaller than the

other guys. Wiry and anxious, Morgan listens to Chuckie's

horror stories with eager disgust.

All four boys speak with thick Boston accents. This is a rough,

working class Irish neighborhood and these boys are its product.

CHUCKIE

You guys know my cousin Mikey Sullivan?

ALL

Yeah.

CHUCKIE

Well you know how he loves animals

right? Anyway, last week he's drivin'

home...

(laughs)

ALL

What? Come on!

CHUCKIE

(trying not to laugh)

I'm sorry, 'cause you know Mikey, the

fuckin guy loves animals, and this is

the last person you'd want this to

happen to.

WILL

Chuckie, what the fuck happened?

CHUCKIE

Okay. He's driving along and this

fuckin' cat jumps in front of his car,

and so he hits this cat--

Chuckie is really laughing now.

MORGAN

--That isn't funny--

CHUCKIE

--and he's like "shit! Motherfucker!"

And he looks in his rearview and

sees this cat-- I'm sorry--

BILLY

Fuckin' Chuckie!

CHUCKIE

So he sees this cat tryin to make it

across the street and it's not lookin'

so good.

WILL

It's walkin' pretty slow at this point.

MORGAN

You guys are fuckin' sick.

CHUCKIE

So Mikey's like "Fuck, I gotta put

this thing out of its misery"--So he

gets a hammer--

WILL/MORGAN/BILLY

OH!

CHUCKIE

--out of his tool box, and starts

chasin' the cat and starts whackin' it

with the hammer. You know, tryin' to

put the thing out of its misery.

MORGAN

Jesus.

CHUCKIE

And all the time he's apologizin' to

the cat, goin' "I'm sorry." BANG,

"I'm sorry." BANG!

BILLY

Like it can understand.

CHUCKIE

And this Samoan guy comes runnin'

out of his house and he's like "What

the fuck are you doing to my cat?!"

Mikey's like "I'm sorry"--BANG--" I hit

your cat with my truck, and I'm just

trying to put it out of it's misery"--

BANG! And the cat dies. So Mikey's

like "Why don't you come look at the

front of the truck." 'Cause the other

guy's all fuckin flipped out about--

WILL

Watching his cat get brained.

Morgan gives Will a look, but Will only smiles.

CHUCKIE

Yeah, so he's like "Check the front of

my truck, I can prove I hit it 'cause

there's probably some blood or

something"--

WILL

--or a tail--

MORGAN

WILL!

CHUCKIE

And so they go around to the front of

his truck...and there's another cat on

the grille.

WILL/MORGAN/BILLY

No! Ugh!

CHUCKIE

Is that unbelievable? He brained an

innocent cat!

BLACKOUT:

The opening credits roll over a series of shots of the city

and the real people who live and work there, going about their

daily lives.

We see a panoramic view of South Boston.

Will sits in his apartment, walls completely bare. A bed, a

small night table and an empty basket adorn the room. A

stack of twenty or so LIBRARY BOOKS sit by his bed. He is

flipping through a book at about a page a second.

Chuckie stands on the porch to Will's house. His Caddilac

idles by the curb. Will comes out and they get in the car.

We travel across crowded public housing and onto downtown.

Finally, we gaze across the river and onto the great cement-

domed buildings that make up the M.I.T. campus.

CUT TO:

INT. M.I.T. CLASSROOM -- DAY

The classroom is packed with graduate students and TOM.

PROFESSOR LAMBEAU (52) is at the lectern. The chalkboard behind

him is covered with theorems.

LAMBEAU

Please finish McKinley by next month.

Many of you probably had this as

undergraduates in real analysis. It

won't hurt to brush up. I am also

putting an advanced fourier system on the

main hallway chalkboard--

Everyone groans.

LAMBEAU (cont'd)

I'm hoping that one of you might prove

it by the end of the semester. The

first person to do so will not only be

in my good graces, but go on to fame

and fortune by having their

accomplishment recorded and their name

printed in the auspicious "M.I.T. Tech."

Prof. Lambeau holds up a thin publication entitled "M.I.T.

Tech." Everyone laughs.

LAMBEAU (cont'd)

Former winners include Nobel Laureates,

world renowned astro-physicists, Field's

Medal winners and lowly M.I.T.

professors.

More laughs.

LAMBEAU (cont'd)

Okay. That is all.

A smattering of applause. Students pack their bags.

CUT TO:

INT. FUNLAND -- LATER

The place is a monster indoor funpark. Will, Chuckie, Morgan,

and Billy are in adjoining batting cages. Will has disabled

the pitching machine in his and pitches to Chuckie. The boys

have been drinking. Will throws one to Chuckie, high and tight.

Several empty beer cans sit by the cage.

CHUCKIE

Will!

Another pitch, inside.

CHUCKIE (cont'd)

You're gonna get charged!

WILL

You think I'm afraid of you, you big

fuck? You're crowdin' the plate.

Will guns another one, way inside.

CHUCKIE

Stop brushin' me back!

WILL

Stop crowdin the plate!

Chuckie laughs and steps back.

CHUCKIE

Casey's bouncin' at a bar up Harvard.

We should go there sometime.

WILL

What are we gonna do up there?

CHUCKIE

I don't know, we'll fuck up some smart

kids.

(stepping back in)

You'd prob'ly fit right in.

WILL

Fuck you.

Will fires a pitch at Chuckie's head. Chuckie dives to avoid

being hit. He gets up and whips his batting helmet at Will.

CUT TO:

EXT. SOUTH BOSTON ROOFTOP -- EARLY AFTERNOON

SEAN McGUIRE (52) sits, FORMALLY DRESSED, on the roof of his

apartment building in a beat-up lawn chair. Well-built and

fairly muscular, he stares blankly out over the city.

On his lap rests an open invitation that reads "M.I.T. CLASS

OF '67 REUNION."

While the morning is quiet and Sean sits serenely, there is a

look about his that tells us he has faced hard times. This is

a man who fought his way through life. On his lonely stare we:

CUT TO:

EXT. M.I.T. CAMPUS LAWN -- DAY

A thirty year REUNION PARTY has taken over the lawn. A well

dressed throng mill about underneath a large banner that reads

"WELCOME BACK CLASS OF '72." We find Professor Lambeau standing

with a drink in his hand, surveying the crowd. He is

interrupted by an approaching STUDENT.

STUDENT

Excuse me, Professor Lambeau?

LAMBEAU

Yes.

STUDENT

I'm in your applied theories class.

We're all down at the Math and Science

building.

LAMBEAU

It's Saturday.

STUDENT

I know. We just couldn't wait 'till

Monday to find out.

LAMBEAU

Find out what?

STUDENT

Who proved the theorem.

EXT. TOM FOLEY PARK, S. BOSTON -- AFTERNOON

In the bleachers of the visiting section we find our boys,

drinking and smoking cigarettes. Will pops open a beer. The

boys have been here a while and it shows.

Billy sees something that catches his interest.

BILLY

Who's that? She's got a nice ass.

Their P.O.V. reveals a girl in stretch pants talking to a beefy

looking ITALIAN GUY (BOBBY CHAMPA)

MORGAN

Yah, that is a nice ass.

CHUCKIE

You could put a pool in that backyard.

BILLY

Who's she talking to?

MORGAN

That fuckin' guinea, Will knows him.

WILL

Yah, Bobby Champa. He used to beat

the shit outta' me in Kindergarten.

BILLY

He's a pretty big kid.

WILL

Yah, he's the same size now as he was

in Kindergarten.

MORGAN

Fuck this, let's get something to eat...

CHUCKIE

What Morgan, you're not gonna go talk

to her?

MORGAN

Fuck her.

The boys get up and walk down the bleachers.

WILL

I could go for a Whopper.

MORGAN

(nonchalant)

Let's hit "Kelly's."

CHUCKIE

Morgan, I'm not goin' to "Kelly's Roast

Beef" just cause you like the take-out

girl. It's fifteen minutes out of our

way.

MORGAN

What else we gonna do we can't spare

fifteen minutes?

CHUCKIE

All right Morgan, fine. I'll tell you

why we're not going to "Kelly's."

It's because the take-out bitch is a

fuckin' idiot. I'm sorry you like her

but she's dumb as a post and she has

never got our order right, never once.

MORGAN

She's not stupid.

WILL

She's sharp as a marble.

CHUCKIE

We're not goin'.

(beat)

I don't even like "Kelly's."

CUT TO:

INT. M.I.T. HALLWAY -- LATER

Lambeau, still in his reunion formal-wear, strides down the

hallway, carrying some papers. A group of students have

gathered by the chalkboard. They part like the red sea as he

approaches the board. Using the papers in hand, he checks the

proof. Satisfied, he turns to the class.

LAMBEAU

This is correct? Who did this?

Dead silence. Lambeau turns to an INDIAN STUDENT.

LAMBEAU (cont'd)

Nemesh?

Nemesh shakes his head in awe.

NEMESH

No way.

Lambeau erases the proof and starts putting up a new one.

LAMBEAU

Well, whoever You are, I'm sure you'll

find this one challenging enough to

merit coming forward with your identity.

That is, if you can do it.

INT. CHUCKIE'S CAR, DRIVING IN SOUTH BOSTON -- CONTINUOUS

The street is crowded as our boys drive down Broadway. They

move slowly through heavy traffic, windows down. Chuckie sorts

through a large "KELLY'S ROAST BEEF" BAG as he drives.

MORGAN

Double Burger.

Will holds the wheel for Chuckie as he looks through the bag.

MORGAN (cont'd)

(same tone)

Double Burger.

Chuckie gets out fries for himself, hands Will his fries.

MORGAN (cont'd)

I, I had a Kelly's Double Burger.

CHUCKIE

Would you shut the fuck up! I know

what you ordered, I was there!

MORGAN

So why don't you give me my sandwhich?

CHUCKIE

What do you mean "your sandwhich?" I

bought it.

MORGAN

(sarcastic)

Yah, all right...

CHUCKIE

How much money you got?

MORGAN

I told you, I just got change.

CHUCKIE

Well give me your fuckin' change and

we'll put your fuckin' sandwhich on

lay-away.

MORGAN

Why you gotta be an asshole Chuckie?

CHUCKIE

I think you should establish a good

line of credit.

Laughter, Chuckie goes back searching through the bag.

CHUCKIE (cont'd)

Oh motherfucker...

WILL

She didn't do it again did she?

CHUCKIE

Jesus Christ. Not even close.

MORGAN

Did she get my Double Burger?

CHUCKIE

NO SHE DIDN'T GET YOUR DOUBLE BURGER!!

IT'S ALL FUCKIN' FLYIN' FISH FILET!!

Chuckie whips a FISH SANDWHICH back to Morgan, then to Billy.

WILL

Jesus, that's really bad, did anyone

even order a Flyin' Fish?

CHUCKIE

No, and we got four of 'em.

BILLY

You gotta' be kiddin' me. Why do we

even go to her?

CHUCKIE

Cause fuckin' Morgan's got a crush on

her, we always go there and when we

get to the window he never says a

fuckin' word to her, he never even

gets out of the car, and she never

gets our order right cause she's the

goddamn MISSING LINK!

WILL

Well, she out did herself today...

MORGAN

I don't got a crush on her.

Push in on Will who sees something O.S.

Will's P.O.V. reveals BOBBY CHAMPA and his friends walking down

the street. One of them casually lobs a bottle into a wire

garbage can. It SHATTERS and some of the glass hits a FEMALE

PASSERBY who, although unhurt, is upset.

CHUCKIE

What do we got?

WILL

I don't know yet.

Will's P.O.V.: The woman says something to Bobby. He says

something back. By the look on her face, it was something

unpleasant.

MORGAN

Come on, Will...

CHUCKIE

Shut up.

MORGAN

No, why didn't you fight him at the

park if you wanted to? I'm not goin'

now, I'm eatin' my snack.

WILL

(smiles)

So don't go.

Will is out of the door, jogging toward Bobby Champa. Billy gets

out, following Will with a look of casual indifference.

CHUCKIE

Morgan, Let's go.

MORGAN

I'm serious Chuckie, I ain't goin'.

Leaving the car, Chuckie opens his door to follow.

CHUCKIE

(spins in his seat)

You're goin'. And if you're not out

there in two fuckin' seconds, when I'm

done with them you're next!

And with that, Chuckie is out the door.

CUT TO:

EXT. SIDEWALK --CONTINUOUS

Will comes jogging up towards BOBBY CHAMPA, calling out from

across the street,

WILL

(smiling, good naturedly)

Hey, Bobby Champa! I went to

Kindergarten with you right? Sister

Margaret's class...

Bobby is bewildered by this strange interruption and unsure of

Will's intentions. Just when it looks as though Bobby might

remember him, Will DRILLS HIM with a sucker-punch which begins

the

FIGHT SEQUENCE: 40 FRAMES OVER M. GAYE'S "LET'S GET IT ON."

Will's momentum and respectable strength serve to knock the

hapless Champa out cold.

As soon as Will hits Bobby, his friends CONVERGE ON WILL.

Billy JUMPS IN and wrestles one guy to the ground. The two

exchange messy punches on the sidewalk.

Will is in trouble, back pedaling, dodging punches, trying to

avoid being overrun.

When Will goes for one guy, another has an open shot and he

HAMMERS WILL with a right hand to the head.

Will is staggered and bleary, as a second guy winds up for a

shot he is BLIND SIDED by Chuckie who hits the kid like he was

a tackling sled, lifting him off the ground.

Chuckie turns to see Will still outnumbered. It's all Will

can do to stay standing as Morgan DROP KICKS one of Champa's

boys from the hood of a car.

Contrary to what we might think, Morgan is actually quite a

fighter. He peppers the kid with a flurry of blows.

The fight is messy, ugly and chaotic. Most punches are thrown

wildly and miss, heads are banged against concrete, someone

throws a bottle.

In the end, it's our guys who are left standing, while Bobby's

friends stagger off. Chuckie and Morgan turn to see Will,

standing over the unconscious Bobby Champa, still POUNDING

him.

ANGLE ON WILL: SAVAGE, UGLY, VICIOUS, AND VIOLENT

Whatever demons must be raging inside Will, he is taking them

out on Bobby Champa. He pummels the helpless, unconscious

Champa, fury in his eyes. Chuckie and Billy pull Will away.

The POLICE finally arrive on the scene and having only witnessed

Will's vicious attack on Champa, they grab him.

EXT. SIDEWALK (FULL SPEED) -- CONTINUOUS

A crowd of onlookers have gathered. Chuckie addresses them.

CHUCKIE

Hey, thanks for comin' out.

WILL

Yeah, you're all invited over to

Morgan's house for a complementary

fish sandwhich.

The Police slam Will into the hood of a car.

WILL (cont'd)

(to Police)

Hey, I know it's not a French cruller,

but it's free.

The cop holding Will SLAMS his [Will's] face into the hood, another cop

uses a baton to press Will's face into the car. The look of

rage returns to Will's eye.

WILL (cont'd)

Get the fuck off me!

Will resists. Another cop comes over. Will KICKS HIM IN THE

KNEE, dropping the cop. Momentarily freed, Will engages in a

fracas with three cops. More converge on Will, who -- though he

struggles -- takes a beating.

CUT TO:

EXT. SEAN'S ROOF -- NIGHT

Sean sits, exactly as we first saw him, except his tie is now

loose and an empty bottle of BUSHMILLS is at his side. He

stares out over the City. A MATRONLY LANDLADY comes out of a

doorway on the roof.

LANDLADY

Sean?

Sean doesn't answer.

LANDLADY (cont'd)

Sean? You okay?

SEAN

Yeah.

A beat.

LANDLADY

It's getting cold.

After a moment, she retreats back down the stairs. Sean doesn't

move.

DISSOLVE:

EXT. CHARLES RIVER, ESTABLISHING SHOT -- MORNING

The morning sun reflects brilliantly off the river.

CUT TO:

EXT. COURTHOUSE -- NEXT MORNING

Will emerges from the courthouse. Chuckie is waiting for him

in the Cadillac with two cups of DUNKIN' DOUGHNUTS coffee. He

hands one of them to Will. This feels routine.

CHUCKIE

When's the arraignment?

WILL

Next week.

Chuckie pulls away.

CUT TO:

EXT. M.I.T. CAMPUS, ESTABLISHING SHOT -- MORNING

Students walk to class, carrying bags. More than any other,

students seem to be heading into one PARTICULAR CLASSROOM.

INT. M.I.T. CLASSROOM -- MORNING

The classroom is even more crowded than last we saw it.

Tom takes notes as Lambeau plays along with the excited

environment with mock pomposity and good humor.

LAMBEAU

Is it my imagination, or has my class

grown considerably?

Laughter.

LAMBEAU (cont'd)

I look around and see young people who

are my students, young people who are

not my students as well as some of my

colleagues. And by no stretch of my

imagination do I think you've all come

to hear me lecture.

More laughter.

LAMBEAU (cont'd)

But rather to ascertain the identity

of who our esteemed "The Tech" has

come to call "The Mystery Math

Magician."

He holds up the M.I.T. Tech featuring a silhouetted figure,

emblazoned with a large, white question mark. The headline

reads "Mystery Math Magician strikes again."

LAMBEAU (cont'd)

Whoever you are, you've solved four of

the most difficult theorems I've ever

given a class. So without further

ado, come forward silent rogue, and

receive thy prize.

The class waits in breathless anticipation. A STUDENT shifts

his weight in his chair, making a noise.

LAMBEAU (cont'd)

Well, I'm sorry to disappoint my

spectators, but it appears there will

be no unmasking here today. I'm going

to have to ask those of you not enrolled

in the class to make your escape now

or, for the next three hours be

subjected to the mundities of

eigenvectors.

People start to gather their things and go. Lambeau picks up

a piece of chalk and starts writing on the board.

LAMBEAU (cont'd)

However, my colleagues and I have

conferred. There is a problem on the

board, right now, that took us two

years to prove. So let this be said;

the gauntlet has been thrown down.

But the faculty have answered the

challenge and answered with vigor.

CUT TO:

19 OMITTED

INT. M.I.T. HALLWAY -- NIGHT

Lambeau comes out of his office with Tom and locks the door.

As he turns to walk down the hallway, he stops. A faint TICKING

SOUND can be heard. He turns and walks down the hall.

Lambeau and Tom come around a corner. His P.O.V. reveals a

figure in silhouette blazing through the proof on the

chalkboard. There is a mop and a bucket beside him. As Lambeau

draws closer, reveal that the figure is Will, in his janitor's

uniform. There is a look of intense concentration in his eyes.

LAMBEAU

Excuse me!

Will looks up, immediately starts to shuffle off.

WILL

Oh, I'm sorry.

LAMBEAU

What're you doing?

WILL

(walking away)

I'm sorry.

Lambeau follows Will down the hall.

LAMBEAU

What's your name?

(beat)

Don't you walk away from me. This is

people's work, you can't graffiti here.

WILL

Hey fuck you.

LAMBEAU

(flustered)

Well... I'll be speaking to your

supervisor.

Will walks out. Lambeau goes to "fix" the proof, scanning the

blackboard for whatever damage Will caused. He stops, scans

the board again. Amazement registers on his face.

LAMBEAU (cont'd)

My God.

Down the hall, we hear the DOOR CLOSE. He turns to look for

Will, who is gone.

CUT TO:

EXT. BOW AND ARROW PUB, CAMBRIDGE -- THAT NIGHT

A crowded Harvard Bar. Will and our gang walk by a line of

several Harvard students, waiting to be carded.

MORGAN

What happened?

(beat)

You got fired, huh?

WILL

Yeah, Morgan. I got fired.

MORGAN

(starts laughing)

How fuckin' retarded do you have to be

to get shit-canned from that job? How

hard is it to push a fuckin' broom?

CHUCKIE

You got fired from pushing a broom,

you little bitch.

MORGAN

Yah, that was different. Management

was restructurin'--

BILLY

--Yah, restructurin' the amount of

retards they had workin' for them.

MORGAN

Fuck you, you fat fuck.

BILLY

Least I work for a livin'.

(to Will)

Why'd you get fired?

WILL

Management was restructurin'.

Laughter.

CHUCKIE

My uncle can probably get you on my

demo team.

MORGAN

What the fuck? I just asked you for a

job yesterday!

CHUCKIE

I told you "no" yesterday!

After two students flash their ID's to the doorman (CASEY)

our boys file past him.

ALL

(one after another)

What's up Case.

With an imperceptible nod, Casey waves our boys through. A

fifth kid, a HARVARD STUDENT, tries to follow. He is stopped

by Casey's massive, outstretched arm:

CASEY

ID?

INT. BOW AND ARROW -- CONTINUOUS

Chuckie is collecting money from the guys to buy a pitcher,

all but Morgan cough up some crumpled dollars.

CHUCKIE

So, this is a Harvard bar, huh? I

thought there'd be equations and shit

on the wall.

INT. BACK SECTION, BOW AND ARROW -- MOMENTS LATER

Chuckie returns to a table where Will, Morgan and Billy have

made themselves comfortable. He [Chuckie] spots two ATTRACTIVE YOUNG

HARVARD WOMEN sitting together at the end of the bar. Chuckie

struts his way toward the women and pulls up a chair. He

flashes a smile and tries to submerge his thick Boston accent.

CHUCKIE

Hey, how's it goin'?

LYDIA

Fine.

SKYLAR

Okay.

CHUCKIE

So, you ladies ah, go to school here?

LYDIA

Yes.

CHUCKIE

Yeah, cause I think I had a class with

you.

At this point, several interested parties materialize. Morgan

Billy and Will try, as inconspicuously as possible, to situate

themselves within listening distance. A rather large student

in a HARVARD LACROSSE sweatshirt, CLARK (22) notices Chuckie.

He [Clark] walks over to Skylar and Lydia, nobly hovering over them as

protector. This gets Will, Morgan, and Billy's attention.

SKYLAR

What class?

CHUCKIE

Ah, history I think.

SKYLAR

Oh...

CHUCKIE

Yah, it's not a bad school...

At this point, Clark can't resist and steps in.

CLARK

What class did you say that was?

CHUCKIE

History.

CLARK

How'd you like that course?

CHUCKIE

Good, it was all right.

CLARK

History? Just "history?" It must

have been a survey course then.

Chuckie nods. Clark notices Chuckie's clothes. Will and Billy

exchange a look and move subtly closer.

CLARK (cont'd)

Pretty broad. "History of the World?"

CHUCKIE

Hey, come on pal we're in classes all

day. That's one thing about Harvard never

seizes to amaze me, everybody's talkin'

about school all the time.

CLARK

Hey, I'm the last guy to want to talk

about school at the bar. But as long

as you're here I want to "seize" the

opportunity to ask you a question.

Billy shifts his beer into his left hand. Will and Morgan see

this. Morgan rolls his eyes as if to say "not again..."

CLARK (cont'd)

Oh, I'm sure you covered it in your

history class.

Clark looks to see if the girls are impressed. They are not.

When Clark looks back to Chuckie, Skylar turns to Lydia and

rolls her [own] eyes. They laugh. Will sees this and smiles.

CHUCKIE

To tell you the truth, I wasn't there

much. The class was rather elementary.

CLARK

Elementary? Oh, I don't doubt that it

was. I remember the class, it was

just between recess and lunch.

Will and Billy come forward, stand behind Chuckie.

CHUCKIE

All right, are we gonna have a problem?

CLARK

There's no problem. I was just hoping

you could give me some insight into

the evolution of the market economy in

the early colonies. My contention is

that prior to the Revolutionary War

the economic modalities especially of

the southern colonies could most aptly

be characterized as agrarian pre-

capitalist and...

Will, who at this point has migrated to Chuckie's side and is

completely fed-up, includes himself in the conversation.

WILL

Of course that's your contention.

You're a first year grad student.

You just finished some Marxian

historian, Pete Garrison prob'ly, and

so naturally that's what you believe

until next month when you get to James

Lemon and get convinced that Virginia

and Pennsylvania were strongly

entrepreneurial and capitalist back in

1740. That'll last until sometime in

your second year, then you'll be in

here regurgitating Gordon Wood about

the Pre-revolutionary utopia and the

capital-forming effects of military

mobilization.

CLARK

(taken aback)

Well, as a matter of fact, I won't,

because Wood drastically underestimates

the impact of--

WILL

--"Wood drastically underestimates the

impact of social distinctions predicated

upon wealth, especially inheriated

wealth..." You got that from "Work in

Essex County," Page 421, right? Do

you have any thoughts of your own on

the subject or were you just gonna

plagerize the whole book for me?

Clark is stunned.

WILL(cont'd)

Look, don't try to pass yourself off

as some kind of an intellect at the

expense of my friend just to impress

these girls.

Clark is lost now, searching for a graceful exit, any exit.

WILL (cont'd)

The sad thing is, in about 50 years

you might start doin' some thinkin' on

your own and by then you'll realize

there are only two certainties in life.

CLARK

Yeah? What're those?

WILL

One, don't do that. Two-- you dropped

a hundred and fifty grand on an

education you coulda' picked up for a

dollar fifty in late charges at the

Public Library.

Will catches Skylar's eye.

CLARK

But I will have a degree, and you'll

be serving my kids fries at a drive

through on our way to a skiing trip.

WILL

(smiles)

Maybe. But at least I won't be a prick.

(beat)

And if you got a problem with that, I

guess we can step outside and deal

with it that way.

While Will is substantially smaller than Clark, he [Clark] decides not

to take Will up on his [Will's] offer.

WILL (cont'd)

If you change your mind, I'll be

over by the bar.

He turns and walks away. Chuckie follows, throwing Clark a

look. Morgan turns to a nearby girl.

MORGAN

My boy's wicked smart.

INT. BOW AND ARROW, AT THE BAR --LATER

Will sits with Morgan at the bar watching with some amusement

as Chuckie and Billy play bar basketball game where the players

shoot miniature balls at a small basket. In the B.G.

Occasionally we hear Chuckie shouting "Larry!" When he scores.

Skylar emerges from the crowd and approaches Will.

SKYLAR

You suck.

WILL

What?

SKYLAR

I've been sitting over there for forty-

five minutes waiting for you to come

talk to me. But I'm just tired now

and I have to go home and I wasn't

going to keep sitting there waiting

for you.

WILL

I'm Will.

SKYLAR

Skylar. And by the way.

That guy over there is a real dick and

I just wanted you to know he didn't

come with us.

WILL

I kind of got that impression.

SKYLAR

Well, look, I have to go. Gotta' get

up early and waste some more money on

my overpriced education.

WILL

I didn't mean you. Listen, maybe...

SKYLAR

Here's my number.

Skylar produces a folded piece of paper and offers it to Will.

SKYLAR (cont'd)

Maybe we could go out for coffee

sometime?

WILL

Great, or maybe we could go somewhere

and just eat a bunch of caramels.

SKYLAR

What?

WILL

When you think about it, it's just as

arbitrary as drinking coffee.

SKYLAR

(laughs)

Okay, sounds good.

She turns.

WILL

Five minutes.

SKYLAR

What?

WILL

I was trying to be smooth.

(indicates clock)

But at twelve-fifteen I was gonna come

over there and talk to you.

SKYLAR

See, it's my life story.

Five more minutes and I would have got

to hear your best pick-up line.

WILL

The caramel thing is my pick-up line.

A beat.

SKYLAR

Glad I came over.

CUT TO:

EXT. BOW AND ARROW -- LATER

Our boys are walking out of the bar teasing one another about

their bar-ball exploits. Across the street is another bar

with a glass front. Morgan spots Clark sitting by the window

with some friends.

MORGAN

There goes that fuckin' Barney right

now, with his fuckin' "skiin' trip."

We should'a kicked that dude's ass.

WILL

Hold up.

Will crosses the street and approaches the plate glass window

and stands across from Clark, separated only by the glass. He

POUNDS THE GLASS to get Clark's attention.

WILL (cont'd)

Hey!

Clark turns toward Will.

WILL (cont'd)

DO YOU LIKE APPLES?

Clark doesn't get it.

WILL (cont'd)

DO YOU LIKE APPLES?!

CLARK

Yeah?

Will SLAMS SKYLAR'S PHONE NUMBER against the glass.

WILL

WELL I GOT HER NUMBER! HOW DO YA LIKE

THEM APPLES?!!

Will's boys erupt into laughter. Angle on Clark, deflated.

EXT. STREET -- NIGHT

The boys make their way home, piled into Chuckie's car, laughing

together.

EXT. CHARLES STREET BRIDGE -- DAWN

Shot of car crossing over the Charles St. Bridge, overtaking a

red-line train.

EXT. CHARLESTON BACKROAD -- DAWN

Travelling through narrow back roads in Charlestown, passing

the Bunker Hill monument.

EXT. WILL'S APARTMENT -- DAY

Arriving at Will's house and dropping him off.

DISSOLVE TO:

INT. M.I.T. BUILDING AND GROUNDS GARAGE -- DAY

Lambeau walks into a small garage facility. The area stores

lawn machinery and various tools. An older man, TERRY (58)

sits behind the desk reading the BOSTON HERALD sports page.

Lambeau has obviously never been here before. He takes in the

surroundings, somewhat uncomfortable. Gets dirty.

LAMBEAU

Excuse me. Is this the buildings and

grounds office?

TERRY

Yeah, can I help you?

LAMBEAU

I'm trying to find the name of a student

who works here.

TERRY

No students work for me.

LAMBEAU

Could you just check, because the young

man who works in my building--

TERRY

Which one's your building?

LAMBEAU

Building two.

Terry checks a list behind his [own] desk. Looks up.

TERRY

Well, if something was stolen, I should

know about it.

LAMBEAU

No, no. Nothing like that. I just

need his name.

TERRY

I can't give you his name unless you

have a complaint.

LAMBEAU

Please, I'm a professor here and it's

very important.

TERRY

Well, he didn't show up for work

today...

Terry takes a beat. Holding all the cards.

TERRY (cont'd)

Look, he got his job through his P.O.

so you can call him.

Terry goes through a stack of paper on his desk. Takes out a

card and hands it to Lambeau. Lambeau looks blankly at the

card which reads: "PAROLE EMPLOYMENT PROGRAM."

INT. COURTROOM -- DAY

Will stands before JUDGE MALONE (40) being arraigned. It is

fairly unceremoniuous, the coutroom nearly empty, save Will

and the PROSECUTOR. Lambeau walks in from the back.

WILL

There is a lengthy legal precedent,

Your Honor, going back to 1789, whereby

a defendent may claim self-defense

against an agent of the government

where the act is shown to be a defense

against tyranny, a defense of liberty--

The Judge interrupts to address the prosecutor.

JUDGE MALONE

Mr. Simmons, Officer McNeely who signed

the complaint isn't in my courtroom.

Why is that?

PROSECUTOR

He's in the hospital with a broken

knee, Your Honor. But I have

depositions from the other officers.

WILL

Henry Ward Beecher proclaimed, in his

"Proverbs From Plymouth Pulpit" back in

1887, that "Every American citizen is

by birth, a sworn officer of the state.

Every man is a policeman." As for the

other officers, even William Congrave

said; "he that first cries out 'stop

thief' is 'oft he that has stolen the

treasure."

PROSECUTOR

Your Honor--

Will cranks it up.

WILL

(to Prosecutor)

I am afforded the right to speak in my

own defense by our constitution, Sir.

The same document which guarantees my

right to liberty. "Liberty," in case

you've forgotten, is "the soul's right

to breathe, and when it cannot take a

long breath laws are girded too tight.

Without liberty, man is a syncope."

(beat, to Judge)

Ibid. Your Honor.

PROSECUTOR

Man is a what?

WILL

Julius Caesar proclaimed-- Though he

be wounded--"Magna..."

The Judge interrupts.

JUDGE MALONE

Son,

(a beat)

My turn.

The Judge opens Will's CASE HISTORY.

JUDGE MALONE (cont'd)

(reading)

June, '93, assault, Sept. '93

assault...Grand theft auto February

'94.

A beat, the Judge takes particular notice.

JUDGE MALONE (cont'd)

Where, appearantly, you defended yourself

and had the case thrown out by citing

"free property rights of horse and

carriage" from 1798...

Lambeau has to smile, impressed. The Judge shakes his head.

JUDGE MALONE (cont'd)

March, '94 public drunkenness, public

nudity, assault. 10/94 mayhem.

November '94, assault. Jan. '95

impersonating a police officer, mayhem,

theft, resisting-- overturned--

The Judge takes a beat. Gives Will a look.

JUDGE MALONE (cont'd)

You're in my courtroom, now and I am

aware of your priors.

(beat)

I'm also aware that you're an orphan.

You've been through several foster

homes. The state removed you from

three because of serious physical abuse.

The Judge holds a look to Will, who looks down.

JUDGE MALONE (cont'd)

Another Judge might care. You hit a

cop, you go in.

(beat)

Motion to dismiss denied.

The Bailiff goes to remove Will from the courtroom.

JUDGE MALONE (cont'd)

Keep workin' on your arguments, son.

A word of advice for trial; speak English.

As Will is removed from the courtroom, Lambeau approaches Judge

Malone who is stepping down from the bench.

LAMBEAU

Excuse me, your Honor.

(offers hand)

Gerald Lambeau.

An awkward beat. Lambeau waits for some sign of recognition.

LAMBEAU (cont'd)

I'm a professor at M.I.T.

(beat)

Combunatorial Mathematics.

The Judge offers only a blank look.

JUDGE MALONE

Oh. Pleased to meet you.

LAMBEAU

Do you have a minute?

CUT TO:

INT. MIDDLESEX COUNTY JAIL, HOLDING AREA -- SAME

A GUARD walks Will down a hallway toward a group of phones.

GUARD

One call, to an attorney.

(beat)

One.

The Guard gives Will a hard look for a beat. Then leaves.

WILL

How many?

Will picks up the phone, dials.

WILL (cont'd)

Hey, Skylar?

INT. SKYLAR'S DORM -- DAY

SKYLAR

Yeah?

WILL

It's Will, the really funny good looking

guy you met at the bar?

SKYLAR

I'm sorry, I don't recall meeting anyone

who fits that description.

WILL

Okay, you got me. It's the ugly,

obnoxious, toothless loser who got

drunk and wouldn't leave you alone all

night.

SKYLAR

Oh Will! I was wondering when you'd

call.

WILL

Yeah, I figured maybe sometime this

week we could go to a cafe and have

some caramels.

SKYLAR

Sounds good, where are you now?

WILL

You aren't, by any chance, Pre-law?

Are you?

CUT TO:

INT. MIDDLESEX COUNTY JAIL, INTERROGATION ROOM -- LATER

Professor Lambeau sits, waiting. Will is brought in, shackled,

by the guard.

LAMBEAU

Hello. Gerald Lambeau, M.I.T.

WILL

Fuck do you want?

LAMBEAU

I've spoken with the judge and he's

agreed to release you under my

supervision.

WILL

(suspicious)

Really?

LAMBEAU

(beat)

Yes. Under two conditions.

WILL

What're those?

LAMBEAU

That you meet with me twice a week--

[This portion poorly Xeroxed, but Lambeau explains

the need to meet with a therapist as the second

condition]

WILL

If I agree to this, I walk right now?

LAMBEAU

That's right.

WILL

I'll do the work. I'm not going to meet

with a therapist.

LAMBEAU

Now, it won't be as bad as it sounds,

Will.

(beat)

I've already spoken to one therapist,

his name is Henry Lipkin and he's a

friend of mine. He's also published

four books and is widely considered to

be one of the brightest men in his

field.

(beat)

I'm sure it'll be better than spending

the next six months in jail.

CUT TO:

INT. FUNLAND -- DAY

Will and Chuckie walk up to an enclosed trampoline. Billy and

Morgan prefer to use it for their own version of "Wrestlemania."

As Will and Chuckie approach, Billy is on top of a bloodied

Morgan and has him in the "Cobra Clutch." Will and Chuckie

watch for a beat. Billy tightens his grip.

BILLY

Submit, bitch! Submit! Submit!

MORGAN

(being strangled)

Suck my cock!

BILLY

Oh, Morgan!

Chuckie turns to Will, conspiratorially as they wait for the

fight to finish.

CHUCKIE

What'd you get? You get leniency?

WILL

Probation, counselin', few days a week.

CHUCKIE

You're fuckin' good.

Will Smiles.

CHUCKIE (cont'd)

Just submit, Morgan. He's got you

in the Cobra Clutch.

MORGAN

(to Chuckie)

Fuck your mother too!

INT. WILL'S APARTMENT -- NIGHT

Will sits alone in his one room apartment, reading. A closer

look reveals he is reading a self-help PSYCHOLOGY BOOK. Will

is flipping through the book at about a page per second. He

shakes his head and smiles. Upon finishing the book, he throws

it in a nearby WASTEBASKET. Push in on the back of the book

where a SMILING PSYCHOLOGIST is pictured.

INT. PSYCHOLOGIST'S OFFICE -- CONTINUOUS

Will sits in a well decorated Psychologist's Office. Across

from Will sits the same PSYCHOLOGIST, HENRY LIPKIN (40), from

the book. They are in mid-session.

WILL

That's why I love stock-car racin'.

That Dale Ernhart's real good.

PSYCHOLOGIST

Now you know Will, and I know, what

you need to be doing. You have a gift.

WILL

I could work the pit maybe, but I could

never drive like Dale Ernhart--

PSYCHOLOGIST

--you have a quality-- something you

were born with, that you have no control

over- and you are, in a sense, hiding

that by becoming a janitor. And I'm

not saying that's wrong. I'm friends

with the janitor that works in my

building. He's been to my house for

dinner. As a matter of fact I did

some free consultation for "Mike" --

that's not his real name. That's in

my book.

WILL

Yeah, I read your book. "Mike" had the

same problems as "Chad" the stockbroker.

PSYCHOLOGIST

Yes. The pressures you feel, and again, I

am neither labeling nor judging them,

are keeping you from fulfilling your

potential -- you're in a rut. So stop

the Tom Foolery -- the Shenanigan's,

Will.

WILL

You're right. I know.

PSYCHOLOGIST

Will, your not getting off that easy.

WILL

No, but, I mean you know...I do other

things. That no one knows about.

PSYCHOLOGIST

Like what, Will?

WILL

I go places, I interact.

PSYCHOLOGIST

What places?

WILL

Certain, clubs.

(beat)

Like, Paradise. It's not bad.

Will gives the Psychologist a furtive look.

WILL (cont'd)

It's just that feeling when you can

take your shirt off and really dance.

(beat)

When the music owns you. Do you

understand?

PSYCHOLOGIST

I might understand that.

WILL

Do you find it hard to hide the fact

that you're gay?

PSYCHOLOGIST

What?

WILL

C'mon, I read your book. I talked to

you. It's just something I know to be

true.

PSYCHOLOGIST

That's very presumptuous.

WILL

Buddy, two seconds ago you were

ready to give me a jump.

PSYCHOLOGIST

(a little laugh)

Well, I'm sorry to disappoint you, but

I'm married and I have two children.

WILL

I'm sure you do. You probably got a

real nice house, nice car -- your book's

a best seller.

PSYCHOLOGIST

You're getting defensive, Will.

WILL

Look, man. I don't care if you're

putting from the rough. There are

solid arguments that some of the

greatest people in history were gay;

Alexander the Great, Caeser,

Shakespeare, Oscar Wilde, Napoleon,

Gertrude Stein, not to mention Danny

Terrio, not many straight men can dance

like that.

PSYCHOLOGIST

Who is "Danny Terrio?"

WILL

If you wanna hit "Ramrod," take your

shot. Take some pride in it. You go

to church? So fuckin' what, God loves

you. I mean, Christ. A guy as well

known as you? By the time you put

your disguise on and skulk out of the

house Sunday nights you probably look

like "Inspector Cluseau."

The Psychologist calmly packs his things.

PSYCHOLOGIST

Well, I can see this is pointless...

WILL

You're getting defensive...Henry.

And hey, cheif--tell the wife, at

least. Christ, set her free.

The shrink gets up and walks out.

WILL (cont'd)

Fuckin' hypocrite...

INT. HALLWAY -- CONTINUOUS

The Psychologist comes walking out, much to the surprise of

Lambeau and Tom who have been waiting in the lobby.

LAMBEAU

Henry?

The Psychologist keeps walking.

PSYCHOLOGIST

No. You know what, Gerry? This is

why I don't do pro-bono anymore. It's

not worth it to me.

LAMBEAU

What happened?

PSYCHOLOGIST

I don't have the time. I'm going on

national television this week.

LAMBEAU

Wait a minute, Henry...

He [Henry] is out the door. Lambeau looks to Tom.

CUT TO:

INT. LAMBEAU'S OFFICE -- DAY

Will is in Lambeau's office. Lambeau is at the board, working

on a diagram as Tom takes notes. Will seems disinterested.

LAMBEAU

This rectangle is subdivided into

rectangles. One edge of an inner

rectangle is an integer. Can you prove

that one edge of the larger rectangle

is an integer?

WILL

Of course.

LAMBEAU

Okay. How?

WILL

It's an integer proof.

Lambeau smiles.

WILL (cont'd)

What? Hey, look buddy my time's almost

up. You want me to sit here for an

hour and write it out?

Lambeau says nothing. Will gets up and goes to the board.

WILL (cont'd)

Look, I'll give you the key steps to

it but I'm not gonna do the whole thing.

Lambeau keeps smiling.

LAMBEAU

That would be a monumental waste of

time, wouldn't it, Will?

WILL

I think so.

LAMBEAU

I happen to know so.

Lambeau rises and goes to the board.

LAMBEAU (cont'd)

You're thinking too hard. What if I

did this?

He draws a vertical line through the diagram.

LAMBEAU (cont'd)

Now, what if I do this?

He draws a horizontal line through the diagram. He hands Will

the chalk.

LAMBEAU (cont'd)

Have you ever played checkers?

Will realizes what Lambeau is getting at. In a flash he starts

drawing lines through the diagram, energized.

WILL

You color-code it. Half-red, half-

black. If that's an integer--

Lambeau steps in, writing with him [Will].

LAMBEAU

What's that?

WILL

Half-red, half-black--

LAMBEAU

--that?--

WILL

--Half-red, half-black--

LAMBEAU

--That edge!

WILL

An integer.

The two stop. They are silent for a moment. Like two

gunfighters after a duel, they put down the chalk.

LAMBEAU

(checks his watch)

It would appear we got that proof in

under the wire after all. It's not

how hard you look at things, young

man, it's the way you look at them.

If you take aim before you fire, you

will find the most difficult problems

become, quite literally, child's play.

Will gets his coat.

LAMBEAU (cont'd)

Will, you've managed to offend four of

my colleagues so much that they refused

to come back. You're meeting with the

leading hypnotist in the country next

week and Tom and I plan to sit in on

the sessions, so I expect you to behave

appropriately.

CUT TO:

INT. LAMBEAU'S OFFICE -- DAY

Will sits in a chair across from Lambeau and the HYPNOTIST.

Lambeau's assistant, TOM (33) takes notes. The Hypnotist makes

small talk with Lambeau, who checks his watch.

LAMBEAU

Shall we start the, uh...

WILL

Yeah, when do I get my hypnosis? You

guys been talkin' for twenty minutes.

HYPNOTIST

Yes, Will. We'll get to that.

But first, why don't you go to sleep

for me.

He SNAPS HIS FINGERS and instantly Will's head goes BACK and

his EYES CLOSE. The Hypnotist gives Lambeau a look.

HYPNOTIST (cont'd)

Would you mind standing on one leg?

Will gets up and stands on one leg. Lambeau is impressed.

TIME CUT TO:

INT. LAMBEAU'S OFFICE -- LATER

Will is reclining, eyes closed, in a trance-like state. The

mood is more serious now.

HYPNOTIST

Okay, you're in your bed, Will. Now

how old are you?

WILL

Seven.

HYPNOTIST

And what do you see?

WILL

Somethin's in my room.

HYPNOTIST

What is it?

WILL

It's like a small figure, hoverin'

over me. Gettin' closer.

Will flinches.

HYPNOTIST

You're in a safe place, Will.

WILL

It's touching me.

Lambeau makes a sound. The Hypnotist shushes him [Lambeau] with his [Hypnotist's]

finger. Tom returns to his note-taking.

HYPNOTIST

Where is it touching you?

WILL

Down there.

(indicating genitals)

And I'm nervous.

HYPNOTIST

You don't have to be nervous, Will.

Lambeau and the Therapist trade looks. This is working.

WILL

'Cause I'm not ready.

(calming)

But the figure tells me everything's

gonna be all right. 'Cause the figure's

a Libra too. And we start dancin' and

it's beautiful--

Will breaks into song at full volume.

WILL (cont'd)

"SKY ROCKETS IN FLIGHT!"

LAMBEAU

(getting up)

Oh Jesus.

The Hypnotist gets up and starts heading towards the door.

Will is still singing from "Sky Rockets."

LAMBEAU (cont'd)

Wait a minute, Barry.

HYPNOTIST

I have better ways to spend my time.

He is gone. Will stops singing, laughs.

LAMBEAU

Oh, for God's sake, Will.

WILL

Oh, come on! You're not pinnin' this

one on me. He left, I wanted to talk

to him for another twenty minutes.

I was havin' fun.

LAMBEAU

I told you to cooperate with these

people.

WILL

C'mon, that guy was a fuckin' piece of

work.

Will gets up and adopts a hypnotic persona in front of Lambeau.

WILL (cont'd)

(spooky voice)

Look into my eyes. I don't need

therapy.

LAMBEAU

Get out, Will.

WILL

Okay...don't forget to get another

therapist for next week.

LAMBEAU

That's enough.

Will is out the door. Lambeau turns to Tom.

TOM

I called Mel Weintraub this morning,

to check for availability.

LAMBEAU

What's the point?

TOM

What do you want to do?

LAMBEAU

There is somebody...

TOM

Who is he?

LAMBEAU

He was my roommate in college.

INT. BUNKER HILL CAMPUS -- DAY

This is SEAN MAGUIRE'S "Dying and Bereavement" class.

Emblazoned on the door is "room 101." While the lecture hall

could hold sixty students, there are less than fifteen here

today.

Sean Maguire lectures to the class in a resigned tone. Tired

of teaching, tired of life, he finds himself resigned to the

tedium of teaching core classes to an indifferent student body.

SEAN

Establishing trust is the most important

component in making breakthroughs with

a patient. Why?

A beat.

SEAN (cont'd)

Maureen?

MAUREEN'S only response is an empty stare.

SEAN (cont'd)

Keep up the good work, Maureen. Vinnie?

VINNIE looks up.

VINNIE

Because trust is an important thing.

SEAN

Don't bullshit me, Vinnie. Didn't

your brother give you the notes? Okay.

If a patient doesn't trust you then

they won't feel safe enough to be

honest with you--then there's no point to

them being in therapy. It's like saying --

"Fine, come here and don't tell me a

thing but go home feeling like you're

doing something about your problems--

and give me my fifty bucks before you

leave will ya'!"

He looks around the room for approval. No one is listening.

SEAN (cont'd)

If you don't help them trust you --

then there's no way you'll ever get

them to sleep with you. And that should

be the goal of any good therapist.

Insecure women, you know...nail 'em

when they're vulnerable, that's always

been my motto.

The students look up, somewhat stunned.

SEAN (cont'd)

See, I got Vinnie's attention.

Laughter. Sean starts to resume his lecture, when he notices

LAMBEAU standing in the back of the room. There is an awkward

moment.

SEAN (cont'd)

Gerry.

LAMBEAU

Sean.

SEAN

(to class)

Well, it seems we're in the presence

of greatness. Professor Gerald Lambeau

is a Field's Medal winner.

Combunatorial Mathematics. 1986.

The students stare blankly.

LAMBEAU

Hello.

SEAN

The Field's Medal is the Nobel Prize

for math.

(beat)

But it's only given out every four years.

A beat.

SEAN (cont'd)

Okay, that's all for today. Try and

get through Fernald by Monday.

The class starts to pack up and file out. Lambeau approaches

Sean who steps down from the lecturn.

LAMBEAU

Good to see you.

SEAN

Good to see you.

LAMBEAU

Is there someplace we can talk?

CUT TO:

EXT. HARVARD SQUARE -- NIGHT

Will and Skylar on their first date. They watch a street

MAGICIAN doing tricks with a rabbit. The guy's tricks are

pretty good, but his on-stage persona could use some work. He

is incessantly repeating the phrase "this is the rabbit, the

rabbit really does the tricks." Will gives Skylar a look and

they move on.

CUT TO:

INT. TOY STORE -- LATER

Will and Skylar walk into the small shop.

SKYLAR

I don't know, it was just kind of the

boring suburban thing. Private school,

Harvard, and now Med. School.

(Beat)

I actually figured out that at the end

of it, my brain will be worth a quarter

of a million dollars. I shouldn't

have told you that...

WILL

I bet your parents were happy to pay.

SKYLAR

I was happy to pay. I inherited the money.

WILL

Is Harvard gettin' all that money?

SKYLAR

Stanford. I'm leaving in June after I

graduate.

WILL

So you just want to use me and go?

SKYLAR

Well, I'm gonna experiment on you for

my anatomy class, then go.

WILL

In that case, fine.

(beat)

Want to see my magic trick?

SKYLAR

Sure.

Will, pulls out a bulging HANDFUL OF CARAMELS.

WILL

Now, I'm gonna make all these caramels

disappear.

SKYLAR

Okay...

Will goes into all manner of hocus-pocus theatrics. Then shakes

his hand wildly. The trick doesn't pan out and the caramels

go flying all over the store. Skylar laughs.

WILL

It works better when I have my rabbit.

CUT TO:

INT. LOCKOBER RESTAURANT -- NIGHT

Lambeau and Sean share a table at this exclusive restaurant.

Sean seems slightly out of place in his wrinkled sport coat.

LAMBEAU

I didn't see you at the reunion.

SEAN

I've been busy.

LAMBEAU

You were missed.

(beat)

How long has it been since we've seen

each other?

SEAN

Since Nancy died.

LAMBEAU

I'm sorry, that damn conference--

SEAN

I got your card.

INT. HARVARD SQ. DINER: "THE TASTY" -- NIGHT

A FRY COOK hands Will and Skylar a pair of CHEESEBURGERS.

SKYLAR

Have you ever seen "Annie Hall"?

WILL

No.

SKYLAR

Well, there's this part of the movie

that's about how there's always this

tension on a first date where both

people are thinking about what's going

to happen with the whole 'good night

kiss' thing.

Will smiles.

WILL

I really don't 'date' that much.

SKYLAR

(laughs)

You know what I mean. I know you've

at least thought about it.

WILL

No I haven't...

SKYLAR

Yes you have. You were thinking you

were gonna get a good night kiss.

WILL

(mock protest)

No I wasn't...

SKYLAR

Yes you were.

WILL

I was kinda' hopin' to get a "good night

laid" but...I'll take a kiss.

She laughs.

SKYLAR

Oh, you will?

WILL

No...I was hoping to get a kiss.

SKYLAR

Then why don't we just get it out of

the way.

He looks at her.

WILL

Now?

Both of them have cheeseburger in their mouths.

SKYLAR

Yeah.

They kiss, mouths full of burger. It's nice. A beat.

SKYLAR (cont'd)

That had to be the worst good night

kiss...

Will laughs.

WILL

Hey, look lady, I'm just here for the

free food.

She smiles.

SKYLAR

Free?

WILL

Hey, I spent all my money on those

caramels.

She laughs.

CUT TO:

INT. LOCKOBER RESTAURANT -- SAME

Lambeau and Sean, having finished their meal. Lambeau has

been pitching Sean.

SEAN

I've been busy, Gerry. I got a full

schedule.

LAMBEAU

This kid's special, Sean. I've never

seen anything like him.

SEAN

Not much free time, Gerry.

LAMBEAU

Have you ever heard of a man named

Ramanujan?

Sean nods his head.

SEAN

Yeah.

LAMBEAU

He was alive over a hundred years ago.

He was Indian. Dots, not feathers...

Sean finishes the joke. Lambeau chuckles.

LAMBEAU (cont'd)

So this Ramanujan lived in a tiny hut

in India. No formal education, no

access to other works. But he came

across an old math book and from this

basic text he was able to extrapolate

theories that had baffled mathematicians

for years.

SEAN

And he mailed it to Hardy--

LAMBEAU

--That's right, Sean. He mailed it to

a professor at Cambridge who immediately

recognized the brilliance in his work

and brought Ramanujan to England.

SEAN

Where he contracted pneumonia and died

at a young age--

LAMBEAU

They worked together for the remainder

of their lives, producing some of the

most exciting math theory ever done.

Ramanujan's genius was unparalleled,

Sean. This boy is like that. But

he's very defensive and I need someone

who can get through to him.

SEAN

Why me?

LAMBEAU

I need someone with your kind of

background.

SEAN

My kind of background?

LAMBEAU

You're from the same neighborhood.

South Boston.

SEAN

He's from Southie? How many people

did you try before you came to me?

LAMBEAU

(looks squarely at Sean)

Five.

Sean gives a slight, knowing smile.

SEAN

Who? Barry, Henry, Rick...

Lambeau nods.

SEAN

Not Rick? You didn't send him to Rick?

LAMBEAU

Just meet with the boy once a week.

SEAN

Can we do it at my office?

LAMBEAU

That would be fine.

The waiter comes with the CHECK. Each man reaches for it.

LAMBEAU (cont'd)

Sean, please.

SEAN

I got it.

LAMBEAU

It's on the college.

Sean relents.

CUT TO:

EXT. BUNKER HILL CAMPUS -- MORNING

Establishing shot of the red-brick campus. Planes land at

nearby Logan airport. Will walks up the steps.

CUT TO:

INT. SEAN'S OFFICE -- DAY

Sean's office is comfortable. Books are stacked against the

wall. There is a PAINTING on the wall behind Sean. Sean is

seated behind a desk. Lambeau sits in a chair in the back of

the room, next to Tom. A long beat passes, they wait.

LAMBEAU

Any vulnerability he senses, he'll

exploit.

SEAN

I'll be okay.

LAMBEAU

It's a poker game with this young man.

Don't let him see what you've got.

Sean nods. Will walks in. Everyone stands to greet Will.

LAMBEAU (cont'd)

Hello, Will. Any trouble finding the

place?

WILL

No.

LAMBEAU

Will, this is Sean Maguire. Sean,

Will Hunting.

Sean and Will nod. An awkward moment as the four men stand.

LAMBEAU (cont'd)

Well, let's get started.

WILL

Yeah, let's let the healing begin.

Lambeau is slightly embarrassed. Sean smiles at Will's joke.

SEAN

Would you excuse us?

LAMBEAU

Tom.

SEAN

You too, Gerry.

Lambeau looks at Sean, surprised. Sean's stare is unwavering.

After an awkward moment, Lambeau goes, leaving Sean and Will

alone. Will doesn't look at Sean for more than a second. He

seems more interested in the room. There is a long silence as

Sean watches Will.

SEAN (cont'd)

Hello, Will. I'm Sean Maguire.

A smile crosses Will's face as he walks to his chair and sits.

He lights a cigarette. Sean continues to watch him. Finally--

SEAN (cont'd)

Where are you from in Southie?

WILL

Did you buy all these books retail, or

do you send away for like a "shrink

kit" that comes with all these volumes

included?

SEAN

Have you read all these books, Will?

WILL

Probably not.

SEAN

(indicating a shelf)

How about the ones on that shelf?

Will's eyes flicker up to the shelf for an instant.

WILL

Yeah, I read those.

SEAN

What did you think?

WILL

I'm not here for a fuckin' book report.

They're your books, why don't you read

'em?

SEAN

I did.

WILL

That must have taken you a long time.

SEAN

Yeah, it did take me a long time.

Sean says this with pride. His determined stare and confident

manner catch Will a bit off guard. Will rises from his chair

and goes to the shelf.

WILL

(looking at book)

"A History of the United States, Volume

I." If you want to read a real history

book, read Howard Zinn's "A People's

History of the United States." That

book will knock you on your ass.

SEAN

How about Noam Chomsky's "Manufacturing

Consent?"

WILL

You people baffle me. You spend all

this money on beautiful, fancy books--

and they're the wrong fuckin' books.

SEAN

You think so?

WILL

Whatever blows your hair back.

Will returns to his chair. Pause.

SEAN

(indicating cigarette)

Guy your age shouldn't smoke so much.

Stunt your growth.

WILL

You're right. It really gets in the

way of my jazzercizing.

Sean does not seem at all affected by Will's attitude. He

remains behind the big desk with almost half a smile on his

face. Will is aware of Sean's confidence.

WILL (cont'd)

Do you lift?

SEAN

Yes, I do.

WILL

Nautilus?

SEAN

Free weights.

WILL

Oh yeah? Me too. What do you bench?

SEAN

285.

WILL

Oh.

Will gets up again and moves around his chair to Sean's

painting. It is a picture of an old sailboat in a tremendous

storm--by no means a masterpiece. Will studies it.

WILL (cont'd)

You paint this?

SEAN

Yeah. Do you paint?

WILL

No.

SEAN

Crayons?

WILL

This is a real piece of shit.

SEAN

Tell me what you really think.

WILL

Poor color composition, lousy use of

space. But that shit doesn't really

concern me.

SEAN

What does?

WILL

The color here, see how dark it is?

It's interesting.

SEAN

What is?

WILL

I think you're one step away from

cutting your ear off.

SEAN

Oh, "Starry Night" time, huh?

WILL

You ever heard the saying, "any port in

a storm?"

SEAN

Sure, how 'bout "still waters run deep"--

WILL

--Well, maybe that means you.

SEAN

Maybe what mea--

WILL

Maybe you were in the middle of a storm,

a big fuckin' storm-- the waves were

crashing over the bow, the Goddamned

mast was about to snap, and you were

crying for the harbor. So you did

what you had to do, to get out. Maybe

you became a psychologist.

SEAN

Maybe you should be a patient and sit

down.

WILL

Maybe you married the wrong woman.

SEAN

Watch your mouth.

WILL

That's it isn't it? You married the

wrong woman. She leave you? Was she

bangin' someone else?

Sean is walking slowly towards Will.

WILL (cont'd)

How are the seas now, D--

In a flash, Sean has Will by the throat. Will is helpless.

SEAN

If you ever disrespect my wife again...I

will end you.

WILL

Time's up.

CUT TO:

INT. HALLWAY -- CONTINUOUS

Will walks out of Sean's office past Lambeau and Tom who are

sitting in the hallway.

WILL

At ease, gentlemen.

CUT TO:

INT. SEAN'S OFFICE -- DAY

Sean stands behind his desk in his office, still very much on

edge. Lambeau walks in.

LAMBEAU

Five minutes, Sean. Are you okay?

A pause, Sean is staring at his painting.

LAMBEAU (cont'd)

I'll understand if you don't want to

meet with him again.

SEAN

Thursday, four o'clock. Make sure the

kid is here.

CUT TO:

EXT. WONDERLAND RACETRACK -- DAY

Will and Skylar sit in the stands watching the dogs run. They

ad lib teasing one another about England, Ireland, and America.

SKYLAR

You grew up around here?

WILL

Not far from here, South Boston.

SKYLAR

How was that?

WILL

Pretty boring, I guess.

She smiles.

SKYLAR

I bet you have a great family.

WILL

You know, nothing special.

SKYLAR

You have a lot of brothers and sisters?

WILL

Do I have a lot of brothers and sisters?

SKYLAR

Yeah.

WILL

Well, Irish Catholic. What do you

think?

SKYLAR

How many?

WILL

You wouldn't believe me if I told you.

SKYLAR

What, five?

Will shakes his head.

SKYLAR (cont'd)

Seven?

Will shakes his head. Smiles.

SKYLAR (cont'd)

Come on.

WILL

I have twelve big brothers.

SKYLAR

Not a chance.

WILL

Yup, you're lookin' at lucky thirteen.

SKYLAR

Bullshit.

WILL

I swear to God.

SKYLAR

Your house must have been a zoo.

WILL

It was great. There was always someone

to play with, give you advice.

SKYLAR

Do you know all their names?

WILL

'Course I do, they're my brothers.

SKYLAR

Well...

WILL

Marky, Ricky, Danny, Terry, Mikey,

Davey, Timmy, Tommy, Joey, Robby,

Johnny, and Brian.

SKYLAR

(laughing)

Do you keep in touch with them?

WILL

All the time. We all live in Southie.

I live with three of them now.

Skylar smiles.

SKYLAR

I want to meet them.

WILL

We'll do that.

CUT TO:

INT. SEAN'S APARTMENT -- NIGHT

As we pan across Sean's small apartment, we find it strewn

with dirty clothes and the sink full of dishes. Although, if

it weren't for the clutter, the place would feel pretty

bare. A framed SPORTS ILLUSTRATED cover featuring a screaming

Larry Bird and entitled "CELTIC PRIDE" hangs on the wall.

Sean sits at the table next to another nearly empty bottle of

BUSHMILL'S IRISH WHISKEY. He is deep in thought.

CUT TO:

INT. SEAN'S OFFICE -- DAY

Will strolls into the office. Sean is waiting there behind

his desk. He seems different. More calm. Will and Sean stare

at each other for a long moment.

WILL

You again. How the paintin' coming?

Sean stands up.

SEAN

Come with me.

CUT TO:

EXT. BOSTON COMMON -- MINUTES LATER

Sean and Will sit in the bleachers at the mostly empty park.

They look out over a small pond, in which a group of

schoolchildren on a field trip ride the famous Swan Boats.

WILL

So what's with this place? You have a

swan fetish? Is this something you'd

like to talk about?

SEAN

I was thinking about what you said to

me the other day, about my painting.

I stayed up half the night thinking

about it and then something occured

to me and I fell into a deep peaceful

sleep and haven't thought about you

since. You know what occurred to me?

WILL

No.

SEAN

You're just a boy. You don't have the

faintest idea what you're talking about.

WILL

Why thank you.

SEAN

You've never been out of Boston.

WILL

No.

SEAN

So if I asked you about art you could

give me the skinny on every art book

ever written...Michelangelo?

You know a lot about him I bet. Life's

work, criticisms, political aspirations.

But you couldn't tell me what it smells

like in the Sistine Chapel. You've

never stood there and looked up at

that beautiful ceiling. And if I asked

you about women I'm sure you could

give me a syllabus of your personal

favorites, and maybe you've been laid

a few times too. But you couldn't

tell me how it feels to wake up next

to a woman and be truly happy. If I

asked you about war you could refer me

to a bevy of fictional and non-fictional

material, but you've never been in

one. You've never held your best

friend's head in your lap and watched

him draw his last breath, looking to

you for help. And if I asked you about

love I'd get a sonnet, but you've never

looked at a woman and been truly

vulnerable. Known that someone could

kill you with a look. That someone

could rescue you from grief.

That God had put an angel on Earth

just for you. And you wouldn't know

how it felt to be her angel. To have

the love be there for her forever.

Through anything, through cancer. You

wouldn't know about sleeping sitting

up in a hospital room for two months

holding her hand and not leaving because

the doctors could see in your eyes

that the term "visiting hours" didn't

apply to you. And you wouldn't know

about real loss, because that only

occurs when you lose something you

love more than yourself, and you've

never dared to love anything that much.

I look at you and I don't see an

intelligent confident man, I don't see

a peer, and I don't see my equal. I

see a boy. Nobody could possibly

understand you, right Will? Yet you

presume to know so much about me because

of a painting you saw. You must know

everything about me. You're an orphan,

right?

Will nods quietly.

SEAN (cont'd)

Do you think I would presume to know

the first thing about who you are

because I read "Oliver Twist?" And I

don't buy the argument that you don't

want to be here, because I think you

like all the attention you're getting.

Personally, I don't care. There's

nothing you can tell me that I can't

read somewhere else. Unless we talk

about your life. But you won't do

that. Maybe you're afraid of what

you might say.

Sean stands,

SEAN (cont'd)

It's up to you.

And walks away.

CUT TO:

INT. CONSTRUCTION SITE -- DAY

Will and Chuckie doing demo at the site. They throw

cinderblocks out a window into a pile. They are filthy.

CUT TO:

EXT. SOUTH BOSTON STREET -- NIGHT

Rain pounds South Boston. Chuckie sits with the Cadillac

idling, humming to the radio. Morgan and Billy sit in the

back, sharing a case of beer. Will is at a pay phone.

INT. SKYLAR'S ROOM -- NIGHT

SKYLAR

Hello?

Will hangs up and runs back to the car, soaked.

CHUCKIE

Who'd you call?

WILL

No one. I didn't have the number.

MORGAN

What are you, retarded? You went all

the way out there in the rain and you

didn't have the number?

WILL

No, it was your mother's 900 number.

I just ran out of quarters.

Laughter. Chuckie pulls away from the curb.

MORGAN

Why don't we get off mothers, I just

got off yours.

There is a long moment of silence in response to Morgan's

attempt at levity. Then laughter.

BILLY

You're a pretty funny guy. Here, have

a nickel.

Billy WHIPS his EMPTY BEER CAN off of Morgan's head.

MORGAN

Keep fuckin' with me. Watch what

happens.

BILLY

All right, then.

MORGAN

Watch what happens.

CUT TO:

INT. SEAN'S OFFICE -- DAY

Will sits across from Sean completely silent and takes out a

pack of cigarettes.

SEAN

No smoking.

Will puts the cigarettes away. Sean stares at Will and

occaisionally at the clock. Sean continues to check the clock

on the wall. It is the only clock in the room and it is BEHIND

Will. Their hour is almost up.

CLOSE ON: WILL'S EYES INTERCUT WITH THE CLOCK.

He is counting seconds. As the second hand crosses the twelve,

Will stands up and walks out, leaving Sean alone.

INT. HALLWAY -- LATER

Lambeau and Sean walk down the hallway after the session.

LAMBEAU

What do you mean "he didn't talk?"

You sat there for an hour?

SEAN

No, he just sat there and counted the

seconds until the session was over.

It was pretty impressive, actually.

LAMBEAU

Why would he do that?

SEAN

To show me he doesn't have to talk to

me if he doesn't want to.

LAMBEAU

Oh, what is this? Some kind of staring

contest between two kids from the "old

neighborhood?"

SEAN

I won't talk first.

EXT. WILL'S APARTMENT -- EVENING

Chuckie drops Will off at his apartment, watches him [Will] walk up

the steps.

DISSOLVE TO:

EXT. WILL'S APARTMENT -- MORNING

Chuckie pulls up to the curb and walks up the steps to Will's

front door. After a beat, Will emerges. They get back in [the car].

CUT TO:

EXT. CONSTRUCTION SITE -- DAY

Will and Chuckie at work. Chuckie shows Will how to be a man.

INT. L STREET BAR & GRILLE, SOUTH BOSTON -- NIGHT

The bar is a bit more crowded than usual. Will and Chuckie

walk back to their table, carrying beers. They pass a table

of GIRLS, local regulars getting just as bombed as the guys.

These girls are a little overdone. Too much make-up, too much

hairspray, and too much body for such tight outfits. One of

the girls, KRYSTYN, smiles at Will who seems subdued.

KRYSTYN

Hi, Will.

WILL

How you doin', Krystyn.

They pass the table of girls. Chuckie looks at one, ruefully.

CHUCKIE

I didn't get on Cathy last night.

WILL

Why not?

CHUCKIE

I don't know.

Chuckie turns back to one of the girls, calling out:

CHUCKIE (cont'd)

Cathy! Why didn't you give me none of

your twat last night?

A girl at the table, CATHY, holds up her PINKY FINGER and smiles--

revealing a mouthful of MISSING TEETH.

CATHY

Fuck you and your Irish curse, Chuckie!

CHUCKIE

She's missin' teeth, Will.

Will nods, not really into it tonight.

CHUCKIE (cont'd)

Plus, it's like, five to two Morgan

ends up marryin' her. There's only so

many times you can bang your friend's

future wife...

They get to the table. Will's heart just isn't in it.

WILL

I'm takin' off.

ALL

We're goin' late night.

WILL

I'm tired.

CUT TO:

INT. LAMBEAU'S OFFICE -- DAY

Will and Lambeau work together at the board. They communicate

non-verbally as they collaborate on a problem. After a

particularly amusing series of numbers, they share a look and

laugh.

CUT TO:

INT. SEAN'S OFFICE -- DAY

Will and Sean sit in silence. A long moment passes. Sean

casually reclines in his chair, disinterested. Will restlessly

looks around the room and then back to Sean. An odd half smile

crosses Sean's face. After a moment:

WILL

You know, I was on this plane once.

And I'm sittin' there and the captain

comes on and is like "we'll be cruising

at 35,000 feet," and does his thing,

then he puts the mike down but forgets

to turn it off. Then he says "man,

all I want right now is a blow-job and

a cup of coffee." So the stewardess

goes runnin' up towards the cock-pit

to tell him the mike's still on, and

this guy in the back of the plane goes

"don't forget the coffee!"

SEAN

(smiles)

You've never been on a plane.

WILL

I know, but the joke's better if I

tell it in the first person.

A beat.

WILL (cont'd)

I have been laid you know.

Sean smiles.

SEAN

Yeah? You got a lady now?

WILL

Yeah, I went on a date last week.

SEAN

How'd it go?

WILL

Fine.

SEAN

Well, are you going out again?

WILL

I don't know.

SEAN

Why not?

WILL

Haven't called her.

SEAN

Jesus Christ, you are an amateur.

WILL

I know what I'm doing. She's different

from the other girls I met. We have a

really good time. She's smart,

beautiful, fun...

SEAN

So Christ, call her up.

WILL

Why? So I can realize she's not so

smart. That she's boring. You don't

get it. Right now she's perfect, I

don't want to ruin that.

SEAN

And right now you're perfect too.

Maybe you don't want to ruin that.

Will says nothing.

SEAN (cont'd)

Well, I think that's a great philosophy

Will, that way you can go through your

entire life without ever having to

really know anybody.

Sean looks directly at Will, who looks away. A beat.

SEAN (cont'd)

My wife used to turn the alarm clock

off in her sleep. I was late for work

all the time because in the middle of

the night she'd roll over and turn the

damn thing off. Eventually I got a

second clock and put it under my side

of the bed, but it got to where she was

gettin' to that one too. She was

afraid of the dark, so the closet light

was on all night. Thing kept me up

half the night. Eventually I'd fall

asleep, out of sheer exhaustion and

not wake up when I was supposed to

cause she'd have already gotten to my

alarms.

Will smiles, Sean takes a beat.

SEAN (cont'd)

My wife's been dead two years, Will.

And when I think about her, those are

the things I think about most. Little

idiosyncrasies that only I knew about.

Those made her my wife. And she had

the goods on me too. Little things I

do out of habit. People call these

things imperfections Will. It's just

who we are. And we get to choose who

we're going to let into out weird

little worlds. You're not perfect.

And let me save you the suspense, this

girl you met isn't either. The question

is, whether or not you're perfect for

each other. You can know everything

in the world, but the only way you're

findin' that one out is by giving it a

shot. You sure won't get the answer

from an old fucker like me. And even

if I did know, I wouldn't tell you.

Will smiles. A beat.

WILL

Why not? You told me every other

fuckin' thing. You talk more than any

shrink I ever met.

Sean laughs.

SEAN

I teach this shit, I didn't say I knew

how to do it.

WILL

You ever think about gettin' remarried?

SEAN

My wife's dead.

WILL

Hence, the word remarried.

SEAN

My wife's dead.

WILL

Well I think that's a wonderful

philosophy, Sean. That way you can go

through the rest of your life without

having to really know anyone.

A beat. Sean smiles.

SEAN

Time's up.

CUT TO:

EXT. SKYLAR'S DORM -- AFTERNOON

Will is waiting outside the door for someone to come out -- so

he can go in.

INT. SKYLAR'S DORM -- AFTERNOON

The door to Skylar's dorm is partially open. Will stands

outside while Skylar remains on the threshold.

SKYLAR

Where have you been?

WILL

I'm sorry, I been real busy.

SKYLAR

You were busy? You know, I really was

waiting for you to call me.

WILL

Sorry. I'm sorry. Give me another

crack at it. Let me take you out.

SKYLAR

You should have called. I have an "O-

chem" lab due tomorrow and it's

impossible.

(beat)

It's not an excuse dummy. I want to

go out with you. But look:

She holds up her Lab. Will glances at it.

SKYLAR (cont'd)

Tomorrow?

WILL

Promise?

SKYLAR

If you bring the caramels.

Will smiles.

CUT TO:

EXT. HARVARD SQUARE -- LATER

Will sits in an outdoor cafe, thinking. After a beat, he leans

over to two students working at a nearby table, borrows a pen

and paper and starts writing.

CUT TO:

EXT. SKYLAR'S DORM -- DAY

Will is a solitary figure strolling across the lawn. He stops

at Skylar's dorm and knocks on the door.

CUT TO:

INT. SKYLAR'S DORM -- DAY

She emarges. He hands her the paper he was working on. It is

her O-chem lab.

WILL

I couldn't wait till tomorrow.

SKYLAR

How the hell did you do that?

WILL

Didn't your mother ever tell you not

to look a gift horse n the mouth?

SKYLAR

I'm supposed to understand this.

WILL

You're not going into surgery tomorrow

are you?

SKYLAR

No.

WILL

Then let's go have some fun.

With a smile, she relents.

INT. SEAN'S OFFICE -- DAY

Sean and Will in session.

SEAN

Really? How'd the date go?

WILL

Do you still counsel veterans?

(beat)

I read your book last night.

SEAN

No, I don't.

WILL

Why not?

SEAN

I gave that up when my wife got sick.

WILL

Is that why you didn't write anything

else?

SEAN

(smiles)

I didn't write anything else 'cause

nobody, including most of my colleagues

bothered to read the first one.

WILL

Well, I've read you colleagues. Your

book was good, Sean.

(beat)

All those guys were in your platoon?

SEAN

Yeah.

WILL

What happened to that guy from Kentucky?

SEAN

Lon? He got married. He has a kid.

I kind of lost touch with him after

Nancy got sick.

WILL

Do you ever wonder what your life would

be like if you never met your wife?

SEAN

What? Do I wonder if I'd be better

off if I never met my wife?

Will starts to clarify his question.

SEAN (cont'd)

No, that's okay. It's an important

question. 'Cause you'll have your bad

times, which wake you up to the good

stuff you weren't paying attention to.

And you can fail, as long as you're

trying hard. But there's nothing worse

than regret.

WILL

You don't regret meetin' your wife?

SEAN

Why? Because of the pain I feel now?

I have regrets Will, but I don't regret

a singel day I spent with her.

WILL

When did you know she was the one?

SEAN

October 21, 1975. Game six of the

World Series. Biggest game in Red Sox

history, Me and my friends slept out

on the sidewalk all night to get

tickets. We were sitting in a bar

waiting for the game to start and in

walks this girl. What a game that

was. Tie game in the bottom of the

tenth inning, in steps Carlton Fisk,

hit a long fly ball down the left

field line. Thirty-five thousand fans

on their feet, screamin' at the ball

to stay fair. Fisk is runnin' up the

baseline, wavin' at the ball like a

madman. It hits the foul pole, home

run. Thirty-five thousand people

went crazy. And I wasn't one of them.

WILL

Where were you?

SEAN

I was havin' a drink with my future

wife.

WILL

You missed Pudge Fisk's homerun to

have a drink with a woman you had never

met?

SEAN

That's right.

WILL

So wait a minute. The Red Sox haven't

won a World Series since nineteen

eighteen, you slept out for tickets,

games gonna start in twenty minutes,

in walks a girl you never seen before,

and you give your ticket away?

SEAN

You should have seen this girl. She

lit up the room.

WILL

I don't care if Helen of Troy walked

into that bar! That's game six of the

World Series!

Sean smiles.

WILL (cont'd)

And what kind of friends are these?

They let you get away with that?

SEAN

I just slid my ticket across the table

and said "sorry fellas, I gotta go see

about a girl."

WILL

"I gotta go see about a girl"? What

did they say?

SEAN

They could see that I meant it.

WILL

You're kiddin' me.

SEAN

No Will, I'm not kiddin' you. If I

had gone to see that game I'd be in

here talkin' abouta girl I saw at a

bar twenty years ago. And how I always

regretted not goin' over there and

talkin' to her. I don't regret the

eighteen years we were married. I

don't regret givin' up couseling for

six years when she got sick. I don't

regret being by her side for the last

two years when things got real bad.

And I sure as Hell don't regret missing

that damn game.

A beat. Will is impressed.

WILL

Would have been nice to catch that

game though.

SEAN

(breaking)

Well hell, I didn't know Pudge was

gonna hit the home run.

They laugh.

TIME DISSOLVE TO:

INT LAMBEAU'S OFFICE -- DAY

The office is more crowded than usual. TOM and THREE of

LAMBEAU'S COLLEAGUES including the esteemed ALEXANDER PEKEC

are in the room. Will sits at a work-station which projects a

proof of his [Will's] onto the chalkboard. Lambeau stands beside the

projected image at the board arguing with Pekec, a foreign

mathematician. The image is of a Ramses graph binary tree.

LAMBEAU

Alexander, I know your theory. The

boy is updating, he's strategy

stealing...

PEKEC

With a Ramses graph on the binary tree--

LAMBEAU

--But what he's doing, he's attaching

an edge to the adjacent vertex. He

can always failsafe to either side--

PEKEC

Maker can. This is not new, Gerry!

Pekec starts writing lines beside Will's proof on the board.

PEKEC (cont'd)

--but I can always garbage out

(writes frantically)

All the way to "N" to the minus one.

LAMBEAU

No, there's a limit.

PEKEC

The limit is not found!

(turns to Will)

The limit is not found.

WILL

But I can always go to the other side.

PEKEC

There is no proof--

Lambeau can no longer contain himself.

LAMBEAU

--Maker builds "K" to the "N." N is

three to the K times--

PEKEC

--But--

WILL

Look, I wrote it down.

They turn to Will who places his proof on the projector. The

image is cast over their faces. It reads:

As Pekec reads and the realization dawns on him:

WILL (cont'd)

It's just simpler this way.

Lambeau turns with satisfaction to an understanding Pekec.

LAMBEAU

Alexander, your theory is changed.

CUT TO:

INT. SKYLAR'S ROOM -- NIGHT

Will and Skylar in her room, post coital. They are wrapped in

a sheet. Will is absent-mindedly playing the memory game SIMON.

The pattern grows increasingly complex. After a beat:

SKYLAR

Why do we always stay here?

WILL

'Cause it's nicer than my place.

SKYLAR

I've never seen your place.

WILL

Exactly.

SKYLAR

What about your friends? Or your

brothers? When do I get to meet them?

WILL

They don't come over here that much.

SKYLAR

I think I can make it to South Boston.

WILL

Aah, it's kind of a hike.

SKYLAR

Is it me you're hiding from them or

the other way around?

WILL

All right, all right. We'll go.

SKYLAR

When?

WILL

Sometime. I don't know. Next week.

SKYLAR

What if I said I wouldn't sleep with

you again until you let me meet your

friends?

WILL

I'd say...

(reaches for phone)

It's only four in the mornin', they're prob'ly up.

She laughs. Stops him.

SKYLAR

You men are shameful. If you're not

thinking of your weiner then you're

acting on its behalf.

WILL

Then on behalf of my weiner, I'd like

to ask for an advance.

CUT TO:

INT. L STREET BAR & GRILLE -- LATER

Skylar and Will sit together along with Will's gang. The boys

are considerably drunk, but it makes for good entertainment.

Everyone here is having fun including Sylar.

MORGAN

Will, I can't believe you brought Skylar

here when we're all wrecked. What's

she gonna think about us?

WILL

Yeah, Morgan. It's a real rarity that

we'd be out drinkin'.

BILLY

I've been shit faced for like two weeks.

MORGAN

Oh great, tell her that! Now she really

thinks we're problem drinkers!

CHUCKIE

Two weeks? That's nothin'. My Uncle

Marty? Will knows him. That guy

fuckin' drinks like you've never seen!

One night he was drivin' back to his

house on I-93-- Statie pulls him over.

ALL

Oh shit.

CHUCKIE

Guy's tryin' to walk the line--but he

can't even fuckin' stand up, and so my

uncle's gonna spend a night in jail.

Just then there's this fuckin' BOOM

like fifty yards down the road. Some

guy's car hit a tree.

MORGAN

Some other guy?

CHUCKIE

Yeah, he was probably drunker than my

Uncle, who fuckin' knows? So the cop

goes "Stay here" And he goes runnin'

down the highway to deal with the other

crash. So, my Uncle Marty's standin'

on the side of the road for a little

while, and he's so fuckin' lit, that

he forgets what he's waitin' for. So

he goes, "Fuck it." He gets in his

car and drives home.

MORGAN

Holy shit.

CHUCKIE

So in the morning, there's a knock on

the door it's the Statie. So my Uncle's

like, "Is there a problem?" And the Statie's

like "I pulled you over and you took

off." And my Uncle's like "I never

seen you before in my life, I been

home all night with my kids." And

Statie's like "Let me get in your

garage!" So he's like "All right, fine."

He takes around the garage and opens

the door --and the Statie's cruiser is

in my Uncle's garage.

ALL

No way! You're kiddin'!

CHUCKIE

No, he was so hammered that he drove

the police cruiser home. Fuckin' lights

and everything!

MORGAN

Did your Uncle get arrested?

CHUCKIE

The fuckin' Trooper was so embarrassed

he didn't do anything. The fuckin'

guy had been drivin' around in my Uncle's

car all night lookin' for the house.

Everyone is laughing. Skylar speaks above the din.

SKYLAR

There was this Irish guy, walking down

the beach one day.

She has everyone's attention. Will is nervous.

SKYLAR (cont'd)

And he comes across a bottle, and this

Genie pops out. The genie turns to

the Irishman and says-- "You've released

me from my prison, so I'll grant you

three wishes." The Irish guy thinks

for a minute and says "What I really

want is a pint of Guiness that never

empties." And--POOF! A bottle appears.

He slams it down, and-- lo and behold--

it fills back up again.

C/U of Will. Hoping the joke pans out.

SKYLAR (cont'd)

Well, the Irish guy can't believe it.

He drinks it again, and again-- BOOM!

It fills back up. So, while the Irish

guy is marveling at his good fortune,

The Genie is getting impatient, because

it's hot and he wants to get on with

his freedom. He says "Let's go, you

have two more wishes." The Irish guy

slams his drink again, it fills back

up, he's still amazed. The Genie can't

take it anymore. He says "Buddy, I'm

boiling out here. What are your

other two wishes?"

(beat)

The Irish guy looks at his drink, looks

at the Genie and says... "I guess

I'll have two more of these."

The gang erupts with laughter.

CHUCKIE

It's a good thing no one's Irish here.

MORGAN

I'm Irish.

Chuckie, Will look at Morgan, baffled.

EXT. L STREET BAR & GRILLE -- LATER

Everyone is walking out, saying good-bye. Chuckie goes over

to Will and Skylar.

CHUCKIE

I'm glad you came by, changed my opinion

of Harvard people.

SKYLAR

See ya' Chuckie. I had fun.

Chuckie heads towards Will to say goodnight.

WILL

I don't know what the fuck you're doin'.

You're givin' us a ride.

CHUCKIE

What do I look like, Al Cowlins?

(seriously)

You want to take my car, drop her off?

WILL

I was countin' on it.

MORGAN

Chuck, let's go.

CHUCKIE

You're walkin' bitch, Will's takin'

the car.

Morgan mumbles something and staggers off. Billy follows with

an indifferent shrug.

WILL

Thanks, Chuck.

CHUCKIE

Don't get too slap-happy, you're takin'

me home first.

WILL

I don't know, Chuck. It's kinda outta

the way.

CHUCKIE

Just 'cause you don't have to sleep in

the one room palace, don't start

thinkin' you're bad.

SKYLAR

(to Will)

I thought you said you'd show me your

place.

WILL

Not tonight.

CHUCKIE

Yeah, not tonight. Not any other night.

He knows, once you see that shit-hole

he's gettin' dropped like a bad habit.

SKYLAR

I wanted to meet your brothers...

Chuckie gives Will a curious look.

WILL

They're all sleepin' now.

(a beat, to Chuckie)

Let me get those keys.

CUT TO:

INT. FACULTY CLUB -- NIGHT

A cocktail party is underway. Professors mingle with

representatives from high tech companies. Lambeau stands

holding a drink and surrounded by several RECRUITERS.

Apparently he's the star of the show.

RECRUITER #1

What I want to know, Gerry, is when we

get to meet this wonder-boy.

LAMBEAU

We're still working together, the boy's

a little rough.

RECRUITER #2

We've got our share of eccentric

geniuses at Tri-tech. We know how to

deal with that.

RECRUITER #3

I think we all do.

Laughter.

RECRUITER #1

If you're not exaggerating, Gerry--

LAMBEAU

Was I exaggerating in nineteen eighty-

four when I told you I'd win the Field's

medal within two years?

More laughter.

RECRUITER #1

In that case the boy could run shipping

for us, routing--

RECRUITER #2

You say he doesn't have a diploma, but

we'll--

RECRUITER #1

I don't need to see a driver's license.

I can think of three departments right

now that he could head up for us.

LAMBEAU

At ease, gentlemen. We're looking

carefully at all our options.

RECRUITER #3

All right, Gerry. Close to the vest.

(gives him his card)

Good luck with these vultures.

He walks off.

CUT TO:

INT. TIMMY'S TAP -- DAY

Timmy's Tap is a local watering hole, not unlike the L Street Bar.

Sean is at the bar, telling a joke to TIMMY (45) the owner of

the place, and several other REGULARS.

SEAN

So she goes runnin' up the aisle and I

figure "fuck it" and I yell out "don't

forget the coffee!

The men erupt in laughter. MARTY, one of the regulars pipe up.

MARTY

Bullshit! You didn't say that!

Timmy and Sean exchange a look.

TIMMY

Jesus Christ, Marty. It's a joke.

Lambeau enters, a bit overdressed in his sport coat and tie.

SEAN

Gerry! Any trouble finding the place?

LAMBEAU

Not at all.

SEAN

Timmy this is Gerry, an old friend of

mine. We went to college together.

TIMMY

Good to meet you.

LAMBEAU

Pleasure to meet you.

SEAN

Could we get a couple of sandwhiches?

(beat, smiles)

Put it on my tab.

Sean heads towards a table.

TIMMY

You ever plan on payin' your tab?

SEAN

(pulls out lottery ticket)

I got the winning numbers right here.

TIMMY

What's the jackpot?

SEAN

Twelve million.

TIMMY

I don't think that'll cover it.

Lambeau follows [Sean]. They sit.

LAMBEAU

You're here quite a bit, then.

SEAN

I live right around the corner.

LAMBEAU

You moved?

SEAN

I been here a couple years.

There is an awkward moment.

SEAN (cont'd)

You wanted to talk about Will?

LAMBEAU

Seems like it's going well.

SEAN

I think so.

LAMBEAU

Well, have you talked to him at all

about his future?

SEAN

We haven't really gotten into it.

LAMBEAU

Maybe you should. My phone's been

ringing off the hook with job offers.

SEAN

Jobs doing what?

LAMBEAU

Cutting edge mathematics.

Think tanks. The kind of place where

a mind like Will's is given free reign.

SEAN

That's great, Gerry, that there's

interest-- But I'm not sure he's ready

for that.

LAMBEAU

Sean, I really don't think you

understand--

SEAN

What don't I understand?

Timmy comes over with the sandwhiches.

SEAN (cont'd)

Thanks, Timmy.

LAMBEAU

Excuse me, Timmy. Could you help us?

We're trying to settle a bet.

TIMMY

Uh-oh.

LAMBEAU

Have you heard of Jonas Salk?

TIMMY

Yeah, cured polio.

LAMBEAU

You've heard of Albert Einstein?

Timmy smiles. Gives him a look.

LAMBEAU

How about Gerald Lambeau? Ever heard

of him?

TIMMY

No.

LAMBEAU

Okay thank you, Timmy.

TIMMY

So who won the bet?

LAMBEAU

I did.

A beat. Timmy leaves.

LAMBEAU

This isn't about me. I'm nothing

compared to this young man.

(beat)

Sean, in 1905 there were hundreds of

Professors who were renowned for their

study of the universe. But it was a

26-year-old Swiss Patent clerk,

doing physics in his spare time, who

changed the world, Sean. Can you

imagine if Einstein had given that up?

Or gotten drunk with his buddies in

Vienna every night? All of us would

have lost something. And I'm quite

sure Timmy never would have heard of

him.

SEAN

Isn't that a little dramatic, Gerry?

LAMBEAU

No, Sean. This boy has that gift. He

just hasn't got the direction. We can

give that to him.

A beat.

SEAN

He married his cousin.

LAMBEAU

Who?

SEAN

Einstein. Had two marriages, both

train-wrecks. The guy never saw his

kids, one of whom, I think, ended up

in an asylum--

--possible Unabomber addition--

LAMBEAU

You see, Sean? That's exactly not the

point. No one remembers that. They--

SEAN

I do.

LAMBEAU

Well, you're the only one.

Beat.

LAMBEAU (cont'd)

This boy can make contributions to the

world. We can help him do that.

SEAN

Just...take it easy, Gerry.

LAMBEAU

Look, I don't know what else I can

say. I'm not sitting at home every

night, twisting my mustache and hatching

a plan to ruin the boy's life. But

it's important to start early. I was

doing advanced mathematics at eighteen

and it still took me twenty-three years

to do something worthy of a Field's

medal.

SEAN

Maybe he doesn't care about that.

A beat.

LAMBEAU

Sean, this is important. And it's

above personal rivalry--

SEAN

Now wait a minute, Gerry--

LAMBEAU

--No, no you hear me out, Sean. This

young man is a true prodigy--

SEAN

--Personal rivalry? I'm not getting

back at you.

LAMBEAU

Look, you took one road and I took

another. That's fine.

SEAN

Is it Gerry? 'Cause I don't think

it's fine with you. Give him time to

figure out what he wants.

LAMBEAU

That's a wonderful theory, Sean. It

worked wonders for you.

A beat. Lambeau gets up.

LAMBEAU (cont'd)

Sean, I came here today out of courtesy.

I wanted to keep you in the loop. As

we speak the boy is in a meeting I set

up for him over at Tri-tech.

CUT TO:

INT. TRI-TECH LABORATORIES, OFFICE -- SAME

Three well dressed TRI-TECH EXECUTIVES sit around a conference

table, which is littered with promotional brochures. The

executives exchange a confused look. One of them speaks.

EXECUTIVE

(tentative)

Well, Will, I'm not exactly sure what

you mean, we've already offered you a

position..

Cut to reveal: Chuckie sitting across from the executives,

hair combed down, wearing his Sunday best.

CHUCKIE

Since this is obviously not my first

time in such altercations, let me say

this:

Chuckie rubs the tips of his fingers together, indicating

"cash." The executives are baffled.

CHUCKIE (cont'd)

Look, we can do this the easy way or

the hard way.

The executives are completely blank.

CHUCKIE (cont'd)

At the current time I am looking at a

number of different fields from which

to disseminate which offer is most

pursuant aid to my benefit.

(a beat)

What do you want? What do I want?

What does anybody want? Leniency.

EXECUTIVE

I'm not sure--

CHUCKIE

--These circumstances are mitigated.

Right now. They're mitigated.

Chuckie puts his hands up, as if getting a vibe from the room.

EXECUTIVE

Okay...

Chuckie points to the third executive.

CHUCKIE

He knows what I'm talking about.

The third executive is baffled.

CHUCKIE (cont'd)

A retainer. Nobody in this town works

without a retainer. You think you can

find someone who does, you have my

blessin'. But I think we all know

that person isn't going to represent

you as well as I can.

EXECUTIVE

Will, our offer starts you at eighty-

four thousand a year, plus benefits.

CHUCKIE

Retainer...

EXECUTIVE

You want us to give you cash right

now?

CHUCKIE

Allegedly, what I am saying is your

situation will be concurrently improved

if I had two hundred sheets in my pocket

right now.

The executives exchange looks and go for their wallets.

EXECUTIVE

I don't think I...Larry?

EXECUTIVE

I have about seventy-three...

EXECUTIVE

Will you take a check?

CHUCKIE

Come now...what do you think I am, a

juvinile? You don't got any money on

you right now. You think I'm gonna

take a check?

EXECUTIVE

It's fine, John, I can cover the rest.

CHUCKIE

That's right, you know.

(turns to #1)

He knows.

Chuckie stands up and takes the money.

CHUCKIE (cont'd)

(to exec #1)

You're suspect.

I don't know what your reputation is,

but after the shit you tried to pull

today, you can bet I'll be looking

into it. Any conversations you want

to have with me heretofore, you can

have with my attourney. Gentlemen,

keep your ears to the grindstone.

CUT TO:

EXT. AU BON PAIN COURTYARD, HARVARD SQUARE -- DAY

Will and Skylar sit in the open courtyard of this Harvard Square

eatery. Skylar is working on another O-chem lab. Will sits

across from her, slightly bored watching her work.

WILL

How's it goin'?

SKYLAR

Fine.

WILL

Want me to take a look?

SKYLAR

No.

WILL

C'mon, give me a peek and we'll go to

the battin' cages.

SKYLAR

It's important that I learn this.

WILL

Why is it important to you? If I

inherited all that money, the only

thing important to me would be workin'

on my swing.

SKYLAR

Clearly.

WILL

You're rich. What do you have to worry

about?

SKYLAR

Rich? I have an inheritance. It's

two handred and fifty thousand dollars.

That's exactly what it'll cost me,

minus about five hundred bucks, to go

all the way through med school. This

is what I'm doing with that money. I

could have done anything I wanted. I

could have expanded my wardrobe,

substantially.

WILL

Instead you're going to bust your ass

for five years so you can be broke?

SKYLAR

No, so I can be a doctor.

A beat. Will nods. She looks down, then up.

SKYLAR

All right, Mr. Nosey Parker. Let me

ask you a question? Do you have a

photographic memory?

WILL

I guess. I don't know. How do you

remember your phone number?

SKYLAR

Have you ever studied Organic Chemistry?

WILL

Some, a little.

SKYLAR

Just for fun?

WILL

I guess so.

SKYLAR

Nobody does organic chemistry for "fun."

It's unnecessary. Especially for someone

like you.

WILL

Like me?

SKYLAR

Yeah. Someone like you who divides

his time, fairly evenly, between the

batting cages and bars.

Will laughs.

SKYLAR (cont'd)

How did you do that? I can't...I mean

even the smartest people I know, and

we do have a few at Harvard, have to

study-- a lot. It's hard.

(beat)

Listen, Will, if you don't want to tell me--

WILL

Do you play the piano?

SKYLAR

Come one Will. I just want to know.

WILL

I'm trying to explain it to you. So

you play the piano. When you look at

the keys, you see music, you see Mozart.

SKYLAR

I see "Hot Cross Buns," but okay.

WILL

Well all right, Beethoven. He looked

at a piano and saw music. The fuckin'

guy was deaf when he composed the Ode

to Joy. They had to turn him around

to take a bow because he couldn't hear

the crowd going crazy behind him.

Stone deaf. He saw all of that

music in his head.

SKYLAR

So, do you play the piano?

WILL

Not a lick. I look at a piano and I

see black and white keys, three pedals

and a box of wood. Beethoven, Mozart,

they looked at it and it just made

sense to them. They saw a piano and

they could play. I couldn't paint you

a picture, I probably can't hit the

ball out of Fenway Park and I can't

play the piano--

SKYLAR

--But you can do my O-chem lab in under

an hour, you can--

WILL

--When it came to stuff like that I

could always just play.

Skylar is awestruck with admiration for Will, the Robot-pimp.

So much so that Skylar has to kiss him, then push him away.

SKYLAR

I can't believe it's taken me four

years to meet you and I'm going to

California in two months, Will.

(beat)

Have you ever been to California? I

bet you'd like it.

Will freezes. A beat.

SKYLAR (cont'd)

Maybe not.

CUT TO:

INT. CHUCKIE'S APARTMENT -- DAY

Chuckie sits on his couch, watching cartoons in his boxers and

a tee-shirt, eating cereal. The doorbell rings. He sits.

CHUCKIE

Get it, ma!

She doesn't. He gets up. Opens door. It's Skylar.

CHUCKIE (cont'd)

(surprised)

Hey.

SKYLAR

Hi.

CHUCKIE

How you doin'?

SKYLAR

Good.

An awkward beat.

CHUCKIE

How'd you know where to find me?

SKYLAR

(smiles)

You were the only Sullivan in the phone

book.

Chuckie smiles.

SKYLAR (cont'd)

Will and I dropped you off here,

remember?

CHUCKIE

Oh, right.

SKYLAR

This is your house, right?

Chuckie nods and is about to respond when he is interrupted by

a nagging shriek from his mom.

CHUCKIE'S MOM (O.S.)

Get in here, Chuckie!

CHUCKIE

(calling back)

Pipe down, Ma!

SKYLAR

I guess so.

CHUCKIE

What? No. This is my mother's house.

I don't live with my mother. I just

stop by, help out. I'm good like that.

SKYLAR

Is this a bad time?

CHUCKIE

She'll live.

(beat)

If she starts yelling again I might

have to run in real quick and beat her

with the stick again but...

SKYLAR

Okay.

CHUCKIE

Let's take a walk.

EXT. CHUCKIE'S STREET -- DAY

Chuckie, still in his boxers walks with Skylar who is talking.

SKYLAR

See, now this doesn't feel right.

(beat)

When I made the decision to come over

here it felt right. I had all these

rationalizations... I just don't

understand why Will never tells me

anything, he won't let me get close to

him, he tells me these weird lies--

CHUCKIE

You caught that, huh?

SKYLAR

I just wanted to find out what was

going on...But now that I'm here it

seems strange, doesn't it?

CHUCKIE

Well, I don't have no trousers on...

She laughs. A beat.

CHUCKIE (cont'd)

I know why you're here. Will don't

talk much.

SKYLAR

I don't care what his family's like or

if he doesn't have any brothers, but

he doesn't have to lie to me.

CHUCKIE

I really don't know what to say. Look,

I lie to women all the time. That's

just my way.

(beat)

Last week Morgan brought these girls

down from Roslindale. I told them I

was a cosmonaut. They believed me.

But Will's not usually like that--

MAN ON PORCH

Put some clothes on, Sullivan!

CHUCKIE

Take it easy father!

She laughs.

CHUCKIE (cont'd)

All I can say is; I known Will a long

time-- And I seen him with every girl

he's ever been with. But I've never

seen him like this before, ever with

anyone, like how he is with you.

SKYLAR

Is that true?

CHUCKIE

Yeah, it is.

CUT TO:

INT. LAMBEAU'S OFFICE -- DAY

Tom and Will are sitting waiting for Lambeau.

TOM

!!! !

WILL

!!! !

Lambeau enters going over a thick proof Will has completed.

LAMBEAU

This is correct. I see you used

Mclullen here--

WILL

I don't know what it's called.

LAMBEAU

--This can't be right.

(examining proof)

This is going to be very embarrassing.

Have you ever considered--

WILL

I'm pretty sure it's right.

Will gets up to leave.

WILL

(turning back)

Can I ask you a favor, can we do this

at Sean's from now on? 'Cause I leave

work to come here and the fuckin'

commute is killin' me--

LAMBEAU

That's fine, but did you ever think--

WILL

It's right.

(a beat, heading out)

Take it home with you.

LAMBEAU

Will, what happened at the Tri-tech

meeting?

WILL

I couldn't go 'cause I had a date. So

I sent my cheif negotiator.

LAMBEAU

Will, on your own time, you can do

what you like. When I set up a meeting,

with my associates, and you don't show

up it reflects poorly on me.

WILL

Then don't set up any more meetings.

LAMBEAU

I'll cancel every meeting right now.

I'll give you a job myself. I just

wanted you to see what was out there.

WILL

--Maybe I don't want to spend my life

sittin' around and explaining shit to

people.

LAMBEAU

The least you can do is show me a little

appreciation.

WILL

(indicates proof)

--You know how fuckin' easy this is to

me? This is a joke!

(crumples proof)

And I'm sorry you can't do this. I

really am. 'Cause if you could I

wouldn't be forced to watch you fumble

around and fuck it up.

LAMBEAU

Sure, then you'd have more time to sit

around and get drunk. Think of how

many fights you could have been in by

now.

Will turns around reveling that he's lit the PROOF ON FIRE.

Will drops it on the floor. Lambeau drops to his knees and

puts it out. He looks up at Will.

LAMBEAU (cont'd)

You're right, Will. I can't do that

proof and you can. And when it comes

to this there are only twenty people

in the world that can tell the

difference between you and me. But

I'm one of them.

WILL

Well, I'm sorry.

LAMBEAU

So am I.

(beat)

Yes. That's right, Will. Most days I

wish I never met you. Because then I

could sleep at night. I wouldn't have

to walk around with the knowledge that

someone like you was out there. And I

wouldn't have to watch you throw it

all away.

Lambeau gathers his composure and calmly walks over to the

wrinkled proof. He picks it up, smooths it out. (My guess is

this is a mistake since Lambeau is already at the burned proof

at this time)

CUT TO:

INT. SKYLAR'S ROOM -- NIGHT

Will and Skylar lie in bed. Skylar watches Will sleep. She

gets up and goes to the fridge. Returning to the bed:

SKYLAR

Will? Are you awake?

WILL

No.

SKYLAR

Come with me to California.

WILL

What?

SKYLAR

I want you to come with me.

WILL

How do you know that?

SKYLAR

I know. I just do.

WILL

Yeah, but how do you know?

SKYLAR

I don't know. I just feel it.

WILL

And you're sure about that?

SKYLAR

Yeah, I'm sure.

WILL

'Cause that's a serious thing you're

sayin'. I mean, we might be in

California next week and you could

find out somethin' about me that you

don't like. And you might feel like

"hey this is a big mistake."

(getting upset)

But you can't take it back, 'cause you

know it's real serious and you can't

take somethin' like that back. Now

I'm in California, 'cause you asked me

to come. But you don't really want me

there. And I'm stuck in California

with someone who really doesn't want

me there and just wishes they had a

take-back.

SKYLAR

"Take-back?" What is that? I don't

want a take-back. I want you to come

to California with me.

WILL

I can't go out to California.

SKYLAR

Why not?

WILL

One, because I have a job here and two

because I live here--

SKYLAR

(beat)

Look, Will if you're not in love with

me, you can say that.

WILL

I'm not sayin' I'm not in love with

you.

SKYLAR

Then what are you afraid of?

WILL

What do you mean "What am I afraid

of?"

SKYLAR

Why won't you come with me? What are

you so scared of?

WILL

What am I scared of?

SKYLAR

Well, what aren't you scared of? You

live in your safe little world where

nobody challenges you and you're scared

shitless to do anything else--

WILL

--Don't tell me about my world. You're

the one that's afraid. You just want

to have your little fling with the guy

from the other side of town and marry--

SKYLAR

Is that what you think--

WILL

--some prick from Stanford that your

parents will approve of. Then you'll

sit around with the rest of the upper

crust kids and talk about how you went

slummin' too.

SKYLAR

I inherited that money when I was

thirteen, when my father died.

WILL

At least you have a mother.

SKYLAR

Fuck you! You think I want this?

That money's a burden to me. Every

day I wake up and I wish I could give

that back. I'd give everything I have

back to spend one more day with my

father. But that's life. And I deal

with it. So don't put that shit on

me. You're the one that's afraid.

WILL

What the fuck am I afraid of?!

SKYLAR

You're afraid of me. You're afraid

that I won't love you back. And guess

what? I'm afraid too. But at least I

have the balls to it give it a shot. At

least I'm honest with you.

WILL

I'm not honest?

SKYLAR

What about your twelve brothers?

WILL

Oh, is that what this is about? You

want to hear that I don't really have

any brothers? That I'm a fuckin'

orphan? Is that what you want to hear?

SKYLAR

Yes, Will. I didn't even know that?

WILL

No, you don't want to hear that.

SKYLAR

Yes, I do, Will.

WILL

You don't want to hear that I got

cigarettes put out on me when I was a

little kid. That this isn't surgery

Will lifts his shirt, revealing a six inch SCAR on his torso.

WILL (cont'd)

You don't want to hear that. Don't

tell me you want to hear that shit!!

SKYLAR

Yes I do. Did you ever think that

maybe I could help you? That maybe

that's the point, that we're a team?

WILL

What, you want to come in here and

save me? Is that what you want to do?

Do I have a sign that says "save me"

on my back?

SKYLAR

I don't want to "save" you. I just

want to be with you. I love you. I

love you!

Will, full of self-loathing, raises his hand to strike her.

WILL

Don't bullshit me! Don't fuckin'

bullshit me!

SKYLAR

(standing up to him)

You know what I want to hear? I want

to hear that you don't love me. If

you tell me that, then I'll leave you

alone. I won't ask any questions and

I won't be in your life.

A beat. Will looks Skylar dead in the eye. Lowers his hand.

WILL

I don't love you.

He walks out.

CUT TO:

EXT. SKYLAR'S DORM -- NIGHT

Will leaves pulling on his clothes.

CUT TO:

INT. NATIONAL SECURITY AGENCY, OFFICE -- DAY

Will sits across from two N.S.A. AGENTS, OLIVER DYTRESS and

ROBERT TAVANO. These guys ar smug, clean cut, gung-ho and

looking sharp in twin navy blue suits.

WILL

So why do you think I should work for

the National Security Agency?

DYTRESS

Well, you'd be working on the cutting

edge. You'd be exposed to the kind of

technology you couldn't see anywhere

else because we've classified it.

Super string theory, Chaos Math,

Advanced algorithms--

WILL

Codebreaking.

DYTRESS

That's one aspect of what we do.

WILL

Come on, that's what you do. You handle

more than eighty percent of the

intelligence workload. You're seven

times the size of the C.I.A.

DYTRESS

That's exactly right, Will. So the

question as I see it isn't "why should

you work for N.S.A." it's "why

shouldn't you?"

WILL

Why shouldn't I work for the National

Security Agency? That's a tough one.

Will bites his tongue, trying to make this work.

CUT TO:

INT. CHUCKIE'S HOUSE -- DAY

Chuckie, Billy, and Will sit in the Sullivan kitchen. Billy

cracks open a beer and Chuckie reads the sports page. Both

boys are smoking. Will drinks a beer, distractedly. We hear

the faint music track and soft moans of a PORNO MOVIE emanating

from a back room. After a beat, Chuckie looks up.

CHUCKIE

Morgan, if you're watchin' pornos in

my mom's room again I'm gonna give you

a fuckin' beatin'!

After a beat, Morgan comes out of the back room, red-faced.

MORGAN

(innocently)

What's up guys?

CHUCKIE

Why don't you beat off at your house?

MORGAN

I don't have a VCR at my house.

Will pays no attention to this exchange

CUT TO:

EXT. SOUTH BOSTON PAY PHONE -- DAY

Will is on pay phone talking to Skylar.

WILL

I just wanted to call before you left.

(beat)

I'm takin' all these job interviews.

So I won't just be a construction

worker.

INT. SKYLAR'S DORM -- DAY

SKYLAR

I never cared about that.

An awkward beat.

WILL

Yeah.

SKYLAR

I love you, Will.

(pause)

No take-backs.

Will says nothing.

SKYLAR (cont'd)

Will?

A beat.

WILL

Take care.

SKYLAR

Goodbye.

Will hangs up. Hold on him for an agonizing beat.

CUT TO:

INT. SEAN'S OFFICE -- DAY

Lambeau is scribbling away at work. Tom is taking notes.

Will is tapping his fingers, waiting for him to finish.

LAMBEAU

I can...I'm almost there.

CUT TO:

INT. LOGAN AIRPORT TERMINAL -- SAME

Skylar stands at the gate, carry-ons in hand. Her flight is

boarding. She looks for Will over the crowd.

CUT TO:

INT. SEAN'S OFFICE -- SAME

Will picks up a FRAME from Sean's desk. It is CARLTON FISK'S

BASEBALL CARD. Will has to smile. Lambeau looks up.

LAMBEAU

What are you smiling at?

WILL

It's a Carlton Fisk baseball card.

Will can see that Lambeau wants more.

WILL (cont'd)

Pudge Fisk. You follow baseball?

LAMBEAU

No.

CUT TO:

INT. LOGAN AIRPORT TERMINAL -- SAME

The final boarding call is announced and the last passenger

boards. After a beat, Skylar turns and gets on the plane.

CUT BACK TO:

INT. SEAN'S OFFICE -- SAME

Will, holding the card, reflects for a beat and puts it down.

WILL

Oh, well, it's just somethin' Sean

told me. It's a long story.

A beat.

WILL (cont'd)

You all set?

LAMBEAU

I've got the first part. The rest I

can do at home.

Will gets up.

LAMBEAU (cont'd)

Will, the N.S.A. has been calling me

just about every hour. They're very

excited about how the meeting went.

Lambeau is excited. Will clearly is not.

WILL

Yeah.

CUT TO:

INT. SEAN'S OFFICE -- NIGHT

Will sits across from Sean.

SEAN

So you might be working for Uncle Sam.

WILL

I don't know.

SEAN

Gerry says the meeting went well.

WILL

I guess.

SEAN

What did you think?

WILL

What did I think?

A beat. Will has obviously been stewing on this.

WILL (cont'd)

Say I'm working at N.S.A. Somebody

puts a code on my desk, something nobody

else can break. So I take a shot at

it and maybe I break it. And I'm real

happy with myself, 'cause I did my job

well. But maybe that code was the

location of some rebel army in North

Africa or the Middle East. Once they

have that location, they bomb the

village where the rebels were hiding

and fifteen hundred people I never had

a problem with get killed.

(rapid fire)

Now the politicians are sayin' "send

in the Marines to secure the area"

'cause they don't give a shit. It

won't be their kid over there, gettin'

shot. Just like it wasn't them when

their number got called, 'cause they

were pullin' a tour in the National

Guard. It'll be some guy from Southie

takin' shrapnel in the ass. And he

comes home to find that the plant he

used to work at got exported to the

country he just got back from.

And the guy who put the shrapnel in

his ass got his old job, 'cause he'll

work for fifteen cents a day and no

bathroom breaks.

Meanwhile my buddy from Southie realizes

the only reason he was over there was

so we could install a government that

would sell us oil at a good price.

And of course the oil companies used

the skirmish to scare up oil prices so

they could turn a quick buck. A cute,

little ancillary benefit for them but

it ain't helping my buddy at two-fifty

a gallon. And naturally they're takin'

their sweet time bringin' the oil back

and maybe even took the liberty of

hiring an alcoholic skipper who likes

to drink seven and sevens and play

slalom with the icebergs and it ain't

too long 'til he hits one, spills the

oil, and kills all the sea-life in the

North Atlantic. So my buddy's out of

work and he can't afford to drive so

he's got to walk to the job interviews

which sucks 'cause the shrapnel in his

ass is givin' him chronic hemorrhoids.

And meanwhile he's starvin' 'cause every

time he tries to get a bite to eat the

only blue-plate special they're servin'

is North Atlantic scrod with Quaker State.

A beat.

WILL (cont'd)

So what'd I think? I'm holdin' out

for somethin' better. I figure I'll

eliminate the middle man. Why not

just shoot my buddy, take his job and

give it to his sworn enemy, hike up

gas prices, bomb a village, club a

baby seal, hit the hash pipe and join

the National Guard? Christ, I could

be elected President.

SEAN

Do you think you're alone?

WILL

What?

SEAN

Do you have a soul-mate?

WILL

Define that.

SEAN

Someone who challenges you in every

way. Who takes you places, opens things

up for you. A soul-mate.

WILL

Yeah.

Sean waits.

WILL (cont'd)

Shakespeare, Neitzche, Frost, O'Connor,

Chaucer, Pope, Kant--

SEAN

They're all dead.

WILL

Not to me, they're not.

SEAN

But you can't give back to them, Will.

WILL

Not without a heater and some serious

smelling salts, no...

SEAN

That's what I'm saying, Will. You'll

never have that kind of relationship

in a world where you're afraid to take

the first step because all you're seeing

are the negative things that might

happen ten miles down the road.

WILL

Oh, what? You're going to take the

professor's side on this?

SEAN

Don't give me you line of shit.

WILL

I didn't want the job.

SEAN

It's not about that job. I'm not saying

you should work for the government.

But, you could do anything you want.

And there are people who work their

whole lives layin' brick so their kids

have a chance at the kind of opportunity

you have. What do you want to do?

WILL

I didn't ask for this.

SEAN

Nobody gets what they ask for, Will.

That's a cop-out.

WILL

Why is it a cop-out? I don't see

anythin' wrong with layin' brick, that's

somebody's home I'm buildin'. Or fixin'

somebody's car, somebody's gonna get

to work the next day 'cause of me.

There's honor in that.

SEAN

You're right, Will. Any man who takes

a forty minute train ride so those

college kids can come in in the morning

and their floors will be clean and

their trash cans will be empty is an

honorable man.

A beat. Will says nothing.

SEAN (cont'd)

And when they get drunk and puke in

the sink, they don't have to see it

the next morning because of you. That's

real work, Will. And there is honor

in that. Which I'm sure is why you

took the job.

A beat.

SEAN (cont'd)

I just want to know why you decided to

sneak around at night, writing on

chalkboards and lying about it.

(beat)

'Cause there's no honor in that.

Will is silent.

SEAN (cont'd)

Something you want to say?

Sean gets up, goes to the door and opens it.

SEAN (cont'd)

Why don't you come back when you have

an answer for me.

WILL

What?

SEAN

If you won't answer my questions, you're

wasting my time.

WILL

What?

Will loses it, slams the door shut.

WILL (cont'd)

Fuck you!

Sean has finally gotten to Will.

WILL (cont'd)

Who the fuck are you to lecture me

about life? You fuckin' burnout!

Where's your "soul-mate?!"

Sean lets this play out. Possible "shepard" change.

WILL (cont'd)

Dead! She dies and you just cash in

your chips. That's a fuckin' cop-out!

SEAN

I been there. I played my hand.

WILL

That's right. And you fuckin' lost!

And some people would have the sack to

lose a big hand like that and still

come back and ante up again!

SEAN

Look at me. What do you want to do?

A beat. Will looks up.

SEAN (cont'd)

You and your bullshit. You got an

answer for everybody. But I asked you

a straight question and you can't give

me a straight answer. Because you

don't know.

Sean goes to the door and opens it. Will walks out.

CUT TO:

INT. MAGGIORE BUILDER'S CONSTRUCTION SITE -- DAY

Will and Chuckie take crowbars to a wall. This is what they

do for a living. As they routinely hammer away, Will becomes

more involved in his battle with the wall. Plaster and lathing

fly as Will vents his rage. Chuckie, noticing, stops working

and takes a step back, watching Will. Will is oblivious.

CUT TO:

INT. SEAN'S OFFICE -- DAY

Lambeau and Tom are in his office. Will is nowhere to be seen.

Lambeau is on the phone.

LAMBEAU

What I mean, Sean, is that I'm sitting

in your office and the boy isn't here.

(beat)

Well, it's ten past three.

(beat)

An hour and ten minutes late.

(beat)

Well, if he doesn't show up and I have

to file a report saying he wasn't here

and he goes back to jail, i won't be

on my conscience, Sean.

(beat)

Fine.

He hangs up. Tom picks up a FORM up off the desk.

TOM

What should I do?

LAMBEAU

The boy was here. He came in, sat

down and we worked together.

A blank look.

LAMBEAU (cont'd)

He came in, sat down, and we worked

together.

TOM

Okay.

Tom understands, begins filling out the form.

CUT TO:

EXT. HANRAHAN'S PACKAGE STORE -- LATER

Will walks out carrying a brown bag. He is filthy, having

just knocked off work.

CUT TO:

EXT. MAGGIORE BUILDER'S CONSTRUCTION SITE -- PARKING LOT

Chuckie is sitting on the hood of his Cadillac, watching Will

across the street. Chuckie is covered in grime as well. Will

starts walking towards Chuckie. As he draws closer, he heaves

a can of Budweiser a good thirsty yards, to Chuckie who handles

it routinely.

Will takes a seat next to Chuckie and they crack open their

beers. Other workers file out of the site. They drink.

CHUCKIE

How's the woman?

WILL

Gone.

CHUCKIE

What?

WILL

She went to Medical school in

California.

CHUCKIE

Sorry, brother.

(beat)

I don't know what to tell ya. You

know all the girls I been with. You

been with 'em too, except for Cheryl

McGovern which was a big mistake on

your part brother...

WILL

Oh I'm sure, that's why only one of us

has herpes.

CHUCKIE

Some shows are worth the price of

admission, partner.

This gets a small laugh from Will.

CHUCKIE (cont'd)

My fuckin' back is killin' me.

A passing SHEET METAL WORKER overhears this.

SHEET METAL WORKER

That's why you should'a gone to college.

WILL

Fuck you.

CHUCKIE

Suck my crank. Fuckin' sheet metal

pussy.

(beat)

So, when are you done with those

meetin's?

WILL

Week after I'm twenty-one.

CHUCKIE

Are they hookin' you up with a job?

WILL

Yeah, sit in a room and do long division

for the next fifty years.

CHUCKIE

Yah, but it's better than this shit.

At least you'd make some nice bank.

WILL

Yeah, be a fuckin' lab rat.

CHUCKIE

It's a way outta here.

WILL

What do I want a way outta here for?

I want to live here the rest of my

life. I want to be your next door

neighbor. I want to take out kids to

little league together up Foley Field.

CHUCKIE

Look, you're my best friend, so don't

take this the wrong way, but in 20

years, if you're livin' next door to

me, comin' over watchin' the fuckin'

Patriots' games and still workin'

construction, I'll fuckin' kill you.

And that's not a threat, that's a fact.

I'll fuckin' kill you.

WILL

Chuckie, what are you talkin'...

CHUCKIE

Listen, you got somethin' that none of

us have.

WILL

Why is it always this? I owe it to

myself? What if I don't want to?

CHUCKIE

Fuck you. You owe it to me. Tomorrow

I'm gonna wake up and I'll be fifty

and I'll still be doin' this. And

that's all right 'cause I'm gonna make

a run at it.

But you, you're sittin' on a winning

lottery ticket and you're too much of

a pussy to cash it in. And that's

bullshit 'cause I'd do anything to

have what you got! And so would any

of these guys. It'd be a fuckin' insult

to us if you're still here in twenty

years.

WILL

You don't know that.

CHUCKIE

Let me tell you what I do know. Every

day I come by to pick you up, and we

go out drinkin' or whatever and we

have a few laughs. But you know what

the best part of my day is? The ten

seconds before I knock on the door

'cause I let myself think I might get

there, and you'd be gone. I'd knock

on the door and you wouldn't be there.

You just left.

A beat.

CHUCKIE (cont'd)

Now, I don't know much. But I know

that.

CUT TO:

INT. SEAN'S OFFICE -- DAY

Lambeau stands across from Sean, seething.

LAMBEAU

This is a disaster! I brought you in

here to help me with this boy, not to

run him out--

SEAN

Now wait a minute--

LAMBEAU

--And confuse him--

SEAN

--Gerry--

LAMBEAU

--And here I am for the second week

in a row with my professional

reputation at stake--

SEAN

Hold on!

LAMBEAU

--Ready to falsify documents because

you've given him license to walk away

from this.

SEAN

I know what I'm doing and I know why

I'm here!

LAMBEAU

Look Sean, I don't care if you have a

rapport with the boy-- I don't care

if you have a few laughs-- even at my

expense! But don't you dare undermine

what I'm trying to do here.

SEAN

"Undermine?"

LAMBEAU

He has a gift and with that gift comes

responsibility. And you don't

understand that he's at a fragile point--

SEAN

He is at a fragile point. He's got

problems--

LAMBEAU

What problems does he have, Sean,

that he is better off as a janitor or

in jail or hanging around with--

SEAN

Why do you think he does that, Gerry?

LAMBEAU

He can handle the work, he can handle

the pressure and he's obviously handled

you.

SEAN

Why is he hiding? Why is he a janitor?

Why doesn't he trust anybody? Because

the first thing that happened to him

was that he was abandoned by the people

who were supposed to love him the most!

LAMBEAU

Oh, come on, Sean--

SEAN

--And why does he hang out with his

friends? Because any one of those

kids would come in here and take a bat

to your head if he asked them to.

It's called loyalty!

LAMBEAU

Oh, that's nice--

SEAN

--And who do you think he's handling?

He pushes people away before they have

a chance to leave him. And for 20

years he's been alone because of that.

And if you try to push him into this,

it's going to be the same thing all

over again. And I'm not going to let

that happen to him!

LAMBEAU

Now don't do that. Don't you do that!

Don't infect him with the idea that

it's okay to quit. That it's okay to

be a failure, because it's not okay!

If you're angry at me for being

successful, for being what you could

have been--

SEAN

--I'm not angry at you--

LAMBEAU

--Yes you are, Sean. You resent me.

And I'm not going to apologize for any

success that I've had.

SEAN

--I don't have any anger at you--

LAMBEAU

Yes you do. You're angry at me for

doing what you could have done. Ask

yourself if you want Will to feel that

way for the rest of his life, to feel

like a failure.

SEAN

That's it. That's why I don't come to

the goddamn reunions! Becaue I can't

stand the look in your eye when you

see me! You think I'm a failure! I

know who I am. I'm proud of who I am.

And all of you, you think I'm some

kind of pity case!

You with your sycophant students

following you around. And you Goddamn

Medal!

LAMBEAU

--Is that what this is about, Sean?

The Field's Medal? Do you want me to

go home and get it for you? Then will

you let the boy--

SEAN

--I don't want your trophy and I don't

give a shit about it! 'Cause I knew

you when!! You and Jack and Tom

Sanders. I knew you when you were

homesick and pimply-faced and didn't

know what side of the bed to piss on!

LAMBEAU

That's right! You were smarter than

us then and you're smarter than us

now! So don't blame me for how your

life turned out. It's not my fault.

SEAN

I don't blame you! It's not about

that! It's about the boy! 'Cause

he's a good kid! And I won't see this

happen to him-- I won't see you make

him feel like a failure too!

LAMBEAU

He won't be a failure!

SEAN

If you push him into something, if you

ride him--

LAMBEAU

You're wrong, Sean. I'm where I am

today because I was pushed. And because

I learned to push myself!

SEAN

He's not you!

A beat. Lambeau turns, something catches his eye. Sean turns

to look, IT'S WILL. He is standing in the doorway.

WILL

I can come back.

LAMBEAU

No, that's fine, Will. I was just

leaving.

There is an awkward moment as Lambeau gets his coat and leaves.

WILL

Well, I'm here.

(beat)

So, is that my problem? I'm afraid of

being abandoned? That was easy.

SEAN

Look, a lot of that stuff goes back a

long way.	And it's between me and him

and it has nothing to do with you.

WILL

Do you want to talk about it?

Sean smiles. A beat. Will sees a FILE on Sean's desk.

WILL (cont'd)

What's that?

SEAN

Oh, this is your file. I have to send

it back to the Judge with my evaluation.

WILL

You're not going to fail me are you?

Sean smiles.

WILL (cont'd)

So what's it say?

SEAN

You want to read it?

WILL

No.

(beat)

Have you had any experience with that?

SEAN

Twenty years of counselling you see a

lot of--

WILL

--No, have you had any experience with

that?

SEAN

Yes.

WILL

(smiles)

It sure ain't good.

INT. WILL'S CHILDHOOD APARTMENT -- FLASHBACK

From a child's P.O.V. we see a man, partially obscured by a

doorframe. The man turns toward the P.O.V.

CUT BACK TO:

INT. SEAN'S OFFICE -- DAY

SEAN

(after a pause)

My dad used to make us walk down to

the park and collect the sticks he was

going to beat us with. Actually the

worst of the beatings were between me

and my brother. We would practice on

each other trying to find sticks that

would break.

WILL

He used to just put a belt, a stick

and a wrench on the kitchen table and

say "choose."

INT. WILL'S CHILDHOOD APARTMENT -- FLASHBACK

A large, calloused hand sets down a wrench next to a stick.

CUT BACK TO:

INT. SEAN'S OFFICE -- DAY

SEAN

Gotta go with the belt there...

WILL

I used to go with the wrench.

SEAN

The wrench, why?

WILL

Cause fuck him, that's why.

A long quiet moment.

WILL (cont'd)

Is that why me and Skylar broke up?

SEAN

I didn't know you had. Do you want to

talk about that?

(beat)

I don't know a lot, Will. But let me

tell you one thing. All this history,

this shit...

(indicates file)

Look here, son.

Will, who had been looking away, loos at Sean.

SEAN (cont'd)

This is not your fault.

WILL

(nonchalant)

Oh, I know.

SEAN

It's not your fault.

WILL

(smiles)

I know.

SEAN

It's not your fault.

WILL

I know.

SEAN

It's not your fault.

WILL

(dead serious)

I know.

SEAN

It's not your fault.

WILL

Don't fuck with me.

SEAN

(comes around desk,

sits in front of Will)

It's not your fault.

WILL

(tears start)

I know.

SEAN

It's not...

WILL

(crying hard)

I know, I know...

Sean takes Will in his arms and holds him like a child. Will

sobs like a baby.	After a moment, he wraps his arms around

Sean and holds him, even tighter. We pull back from this image.

Two lonely souls being father and son together.

INT. RED LINE CAR -- DUSK

Will rides the Red Line, above ground. He looks out over the

landscape. Small back yards, laundry hangs from wire lines.

Chainlink fences, overgrown with weeds.

EXT. SOUTH BOSTON PARK -- DAY

Will walking through South Boston. He cuts through a park. A

senior citizen is spearing trach for the city.

INT. WILL'S APARTMENT -- NIGHT

Will at home. Not reading. Looks up at the ceiling.

EXT. TRI-TECH LABORATORIES -- DAY

Will walks up to a nondescript building, he walks through the

glass doors, into the lobby.

CUT TO:

INT. TRI-TECH LABORATORIES, RECEPTION -- CONTINUOUS

Will walks into the lobby. A SECURITY GUARD looks up.

SECURITY GUARD

Can I help you?

WILL

Yeah, my name is Will Hunting. I'm

here about a position.

SECURITY GUARD

One moment.

The guard reaches for the phone.

DISSOLVE TO BLACK.

FADE UP to the sound of laughter.

INT. L STREET BAR & GRILLE -- DAY

Chuckie is again regaling Will and the guys at their table.

CHUCKIE

Oh my God, I got the most fucked up

thing I been meanin' to tell you.

MORGAN

Save it for your mother, funny guy.

We heard it before.

CHUCKIE

Oh, Morgan.

They both get up, in one another's face. This is a play fight.

"You gonna start?" "You gonna pay my hospital bills?"

WILL

Sorry to miss this.

INT. L STREET -- SAME

Will comes back from the bathroom.

WILL

(to Chuckie)

You and Morgan throw?

CHUCKIE

No, I had to talk him down.

WILL

Why didn't you yoke him?

CHUCKIE

Little Morgan's got a lot a scrap,

dude. I'd rather fight a big kid,

they never fight, everyone's scared of

'em. You know how many people try to

whip Morgan's ass every week? Fuckin'

kid won't back down.

MORGAN

(from across the table)

What'd you say about me?

CHUCKIE

Shut the fuck up.

Billy walks in the door and give Chuckie a look. Chuckie

turns to Will.

CHUCKIE

(To Will)

Hey, asshole. Happy Birthday.

MORGAN

You thought we forgot, didn't you? I

know I'm gettin' my licks in.

Laughter as the boys converge on Will. He goes willingly out

the door.

EXT. L STREET -- CONTINUOUS

As they come out the door, rather tha beating Will mercilessly,

they stop. Morgan goes into his own, personal rendition of

"Danny Boy." No one joins in.

CHUCKIE

Shut up, Morgan.

(to Will)

Here's your present.

Chuckie indicates an old CHEVY NOVA, parked illegally in front

of the bar.

WILL

You're kiddin' me.

CHUCKIE

Yeah, I figured now that you got your

big job over in Cambridge, you needed

some way to get over there and I knew

I wasn't gonna drive you every day...

Laughter.

CHUCKIE (cont'd)

Morgan wanted to get you a "T" pass.

MORGAN

No I didn't...

Will approaches the car to take a closer look.

CHUCKIE

But you're twenty-one now, so--

BILLY

--Yeah, now that you can drink legally,

we thought the best thing to get you

was a car.

More laughter. Will inspects the Nova.

WILL

You're kiddin' me.

(a beat)

This is the ugliest fuckin' car I ever

seen in my life.

Laughter, a beat.

WILL (cont'd)

(serious)

How the fuck did you guys do this?

CHUCKIE

Me and Bill scraped together the parts,

worked on it. Morgan was out

panhandlin' every day.

MORGAN

Fuck you, I did the body work. Whose

fuckin' router you think sanded out

all that bondo?

CHUCKIE

Guy's been up my ass for two years

about a fuckin' job. I had to let him

help with the car.

WILL

So, you finally got a job Morgan?

MORGAN

Had one, now I'm fucked again.

WILL

(to Chuckie)

So what do you got, a fuckin' Hyundai

engine under there? Can I make it

back to my house?

CHUCKIE

Fuck you. I re-built the engine myself.

That thing could make it to Hawaii if

you wanted it to.

Chuckie gives Will a look.

CHUCKIE (cont'd)

Happy 21, Will.

CUT TO:

INT. SEAN'S OFFICE -- DAY

Will sits across from Sean.

SEAN

Which one did you take, Will?

WILL

Over at Tri-tech. One of the jobs

Professor Lambeau set me up with. I

haven't told him yet, but I talked to

my new boss over there and he seemed

like a nice guy.

SEAN

That's what you want?

WILL

Yeah, I think so.

SEAN

Good for you. Congratulations.

WILL

Thanks you.

(a beat)

So, that's it? We're done?

SEAN

We're done. You did your time. You're

a free man.

A beat.

WILL

I just want you to know, Sean...

SEAN

You're Welcome, Will.

WILL

I'll keep in touch.

SEAN

I'm gonna travel a little bit, so I

don't know where I'll be.

Will smiles.

SEAN (cont'd)

I just... figured it's time I put my

money back on the table, see what kind

of cards I get.

Will smiles. Sean hands him a piece of paper.

SEAN (cont'd)

I'll be checking in with my machine at

the college. If you ever need anything,

just call.

Sean smiles.

SEAN (cont'd)

Do what's in your heart, son. You'll

be fine.

WILL

Thanks you, Sean.

They embrace.

SEAN

No. Thank you.

WILL

(re: embrace)

Does this violate the patient/doctor

relationship?

SEAN

Only if you grab my ass.

They laugh.

WILL

See ya.

SEAN

Good luck.

Both men smile.

CUT TO:

INT. HALLWAY OUTSIDE SEAN'S OFFICE - MOMENTS LATER

Will comes out of Sean's office and sees Lambeau walking up.

LAMBEAU

(surprised)

Will.

WILL

Hey, how you doin'?

LAMBEAU

You know, you're no longer required to

come here.

WILL

I was just sayin' goodbye to Sean.

LAMBEAU

(a beat)

Sam called me. From Tri-tech. He

says you start working for them next

week.

Will nods.

LAMBEAU (cont'd)

Well, that's, I think that's terrific.

Congratulations.

WILL

Thank you.

LAMBEAU

I just want you to know...It's been a

pleasure.

WILL

Bullshit.

They laugh.

LAMBEAU

This job... Do it if it's what you

really want.

WILL

I appreciate that.

A moment. Will starts to go, Lambeau watches him for a beat,

Will turns back around.

WILL (cont'd)

Hey, Gerry.

LAMBEAU

Yes.

WILL

Listen, I'll be nearby so, if you need

some help, or you get stuck again,

don't be afraid to give me a call.

LAMBEAU

(has to smile)

Thank you, Will. I'll do that.

Will smiles, turns and walks away.

INT. SEAN'S OFFICE -- DAY

Sean is packing his office. Lambeau opens the door.

LAMBEAU

Hello, Sean.

SEAN

Come in.

LAMBEAU

Sean...

SEAN

(a beat)

Me too.

A moment.

LAMBEAU

So I hear you're taking some time.

SEAN

Yeah. Summer vacation. Thought I'd

travel some. Maybe write a little

bit.

LAMBEAU

Where're you going?

SEAN

I don't know. India maybe.

LAMBEAU

Why there?

SEAN

Never been.

Lambeau nods.

LAMBEAU

Do you know when you'll be back?

SEAN

(picks up a flyer from his desk)

I got this mailer the other day. Class

of Sixty-five is having this event in

six months.

LAMBEAU

I got one of those too.

SEAN

You should come. I'll buy you a drink.

Lambeau smiles.

LAMBEAU

Sean...

A beat.

LAMBEAU (cont'd)

The drinks at those things are free.

Sean smiles.

SEAN

Hell, I know that.

Both men laugh.

LAMBEAU

How about one now?

SEAN

Sounds good.

They start to walk out.

SEAN (cont'd)

It's on you though, until eight o'clock

tonight when I win my money.

Sean pulls out his lottery ticket. They start out down the

hall.

CUT TO:

INT. HALLWAY -- CONTINUOUS

On their backs as they walk down the hall.

LAMBEAU

Sean, do you have any idea what the

odds are against winning the lottery?

SEAN

I don't know... Gotta be at least four

to one.

LAMBEAU

About thirty million to one.

SEAN

You're pretty quick with those numbers.

How about the odds of me buying the

first round?

LAMBEAU

About thirty million to one.

CUT TO:

EXT. BANK OF THE CHARLES RIVER -- AFTERNOON

Will sits alone, thinking. We hold on him for an extended

beat until he gets up and walks away.

104 OMITTED

EXT. SEAN'S APARTMENT -- EARLY EVENING

Begin final sequence.

A wide, establishing shot of Sean's apartment complex as the

sun is setting. The lights are on in one unit. A tighter

shot reveals Sean, in his apartment, packing his belongings in

cardboard boxes.

EXT. SEAN'S APARTMENT, STREET -- SAME

The camera cranes down from Sean's window and onto the street,

where we pan to reveal Will, sitting in his car and looking up

at Sean as he packs his things. Will's car is packed full of

clothes and books.

EXT. SOUTH BOSTON STREET -- SAME

Chuckie and the boys drive down the street in the Cadillac.

Morgan and Billy ride in the back, leaving the shotgun seat

open for Will.

EXT. SEAN'S APARTMENT -- SAME

Will holds an envelope which he slips in Sean's mailbox. He

puts the flag up and smiles as he looks up at Sean in his

apartment who is still unaware that Will is there.

EXT. WILL'S APARTMENT -- SAME

Chuckie pulls up in front of Will's house. He honks the horn,

waits a beat, then gets out and heads toward the house.

EXT. SEAN'S APARTMENT -- SAME

Will drives away from Sean's house. Sean hears the car pull

out and looks out the window. Sean sees Will's car pulling

away. Curious, he investigates.

EXT. WILL'S APARTMENT -- SAME

Chuckie walks up Will's front steps.

EXT. SEAN'S APARTMENT -- SAME

Sean walks out to the sidewalk and looks around. Seeing the

mailbox flag has been raised, he walks over to it.

EXT. WILL'S APARTMENT -- SAME

Chuckie knocks on Will's front door. There is no answer. He

waits a beat, looks in the window. An incredulous smile slowly

starts to form.

EXT. SEAN'S APARTMENT -- SAME

Sean opens the card Will left for him. It reads:

WILL

(in writing)

Sean-- If the Professor calls about

that job, just tell him, "Sorry, I had

to go see about a girl."

EXT. WILL'S APARTMENT -- SAME

Chuckie walks back towards his car unable to contain the broad

smile. He knows Will is gone. He shrugs in explanation to

the guys. Morgan takes Will's seat as they pull away from the

curb.

EXT. SEAN'S APARTMENT -- SAME

We pan up from the letter to Sean. A broad smile comes over

him. This is a look we haven't seen. Sean is truly happy.

EXT. MASSACHUSETTS TURNPIKE -- SUNSET

Will is on the road, driving away. As we pull back and credits

roll, the car disappears into the horizon.

THE END

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