"KATE AND LEOPOLD" Screenplay by James Mangold and Steven Rogers Based on a story by Steven Rogers FADE IN: INT. VICTORIAN ESTATE - 1895 - DAY CLOSE UP: Ornate antique GRANDFATHER CLOCK strikes 2:15. The credits begin to roll. Calligraphy place cards are painstakingly hand-written in preparation for a formal reception. Servants meticulously clean an elaborate crystal chandelier. Hands rapidly shine silver cutlery. Fresh flowers arranged in several enormous vases. INT. KITCHEN - DAY Kitchen clock strikes 2:15. Poultry plucked. Feathers everywhere. Steaming copper pots boiling over. Platters prepared with decorative garnish. Extravagant tiered cake is lavishly iced. A glob of frosting enters a pair of puckered lips. The perpetrator, a fey, pompous, HEAD VALET, seriously considers the texture and flavor of the icing, then gives the PASTRY CHEF a withering, sour look. The valet, oblivious to the chef's fury, gathers a prepared silver breakfast tray and checks his pocket watch. 2:15. INT. BEDROOM - DAY Antique bedside table clock -- just past 2:15. The valet throws open velvet drapes, sunlight FLOODS the room revealing a figure sleeping soundly in a massive oak framed bed. The valet puts down the tray, pulls back the quilt. The dozing figure gives the valet a deliberate, angry KICK. Flinching infinitesimally, the valet crosses to the closet, selects three suits and holds them up for inspection. From beneath the puffiest of pillows, AN EYE reluctantly opens. A weary arm points decisively to the riding outfit. EXT. ESTATE - DAY The riding outfit is adorned by LEOPOLD, Duke of Albany, a dashing, virile man in his 30's. GALLOPING with great abandon, he expertly leads his horse up hills and over hedges. He sends gardeners shaping the grounds fleeing from his path. In the background, lanterns are being strung throughout the estate. Rugs are beaten out of open windows. INT. HALLWAY - EVENING Large hallway clock -- 6:15. A pair of boots track a freshly scrubbed floor as Leopold heads carelessly up the stairway. Three steps behind, the valet snaps his fingers signaling the staff to clean up the mess. SERIES OF CLOSE UPS Gaudily framed portraits of somber relations. A bird sits listless in a gilded cage. Hot water is poured into a bath. Carriages begin to arrive. Orchestra leader signals the musicians to play. Guests fill the ballroom in formal attire. INT. BEDROOM - NIGHT Leopold stares haughtily into a full length mirror. He wears only dotted linen drawers and a black silk top hat of the period. He flexes slightly. The valet hastily fastens a corset around his mid-section from behind. Leopold eyes his reflection seductively. He becomes bored. He turns to his right. The valet spoons sorbet from a silver saucer into his mouth. He turns back to the mirror to watch himself eat. The valet pats his mouth dry. He affects a pampered STRUT, crossing the room as the valet sprays a mixture of perfume and powder into the air. Leopold thrusts out his arms walking through the mist, turns and saunters back to his favorite place, in front of the mirror. Finally, as if weighing a great decision, Leopold hands his hat to his valet and nods firmly into the mirror. CLOSE UP Fine linen undervest slides over his head. Black twilled worsted trousers pulled up to his waist. The buttoning of his hard, white, roll collar. A cream suede glove stitched in black slides over his hand. A perfect tight bow tie is tied around his neck. An elegant black tuxedo jacket with silk facings and tails to the knees is fitted to his torso. His hair is sleeked with oil and centrally parted. His eyebrows are brushed with a tiny silver comb. His cheeks are pinched. A red silk handkerchief is placed in the bosom of his lapel. Leopold stares into the mirror. The effect is DAZZLING. He raises one eyebrow. Then, in a voice you could pour over a waffle: LEOPOLD You dance like a herd of cattle, Miss Fairchild. You are a rare woman who lights up the room... simply by leaving it. He bows. As he rises, the reflection of Leopold's UNCLE OTTO, a pampered, effectual man in his 60's, appears behind Leopold in the looking glass. UNCLE OTTO Tell me Leopold, do you plan to join us downstairs after completing this one-sided flash of wit? LEOPOLD I despise affairs of this sort, Uncle Otto. No one really listens to anyone else. If you attempt it, you will see why. UNCLE OTTO You judge everything too severely. I wonder what would happen if you were to cast that critical eye inward? LEOPOLD You do not wonder at all. You merely ask in order to state your own opinion. UNCLE OTTO We are all concerned about you. LEOPOLD Ahh, here it comes. UNCLE OTTO Your life does not seem to have any direction. At the age of 25 a man is too young to do anything well. At 35 he is too old. Now is your time to take action. Tell me, what is it you want to DO with your life? LEOPOLD (wearily) I do not know. UNCLE OTTO (just as weary) Your ignorance cramps my conversation. (he slaps Leopold's face twice rather quickly) Wake up! This is your one and only life. Every man has the chance to make a difference. DO something! Leopold, stung, takes a moment to compose himself. LEOPOLD I am most grateful for your surveillance and for your sympathy. I assure you there is no need for concern. I am as effectual and attentive... as my position allows. UNCLE OTTO Life is not position, Leopold. It is action. (he straightens Leopold's tie) I will see you downstairs promptly. In the appropriate frame of mind. He leaves. Leopold stares into the mirror, snaps his fingers. The valet hands him a glass and pours a small shot of brandy. Leopold shoots him a look. The valet fills the glass higher. Leopold drains the glass and heads to the doorway. He hesitates, taking a deep breath and a long pause. Finally... THE VALET (grandly) Go spread joy. Without looking back, Leopold leaves the room. INT. BALLROOM - NIGHT Music fills the air as the creme de la creme of Victorian society gather inside. Leopold holds a prearranged dance card. He looks at the names and finds his first partner is MISS TREE. Leopold looks upward helplessly at an unrelenting God. INT. BALLROOM DANCE FLOOR - NIGHT A profoundly self-conscious Leopold dances energetically into frame with MISS TREE, an ancient, elfin, yet amazingly SPRY woman who gapes up at him searchingly, unblinking. Leopold opens his mouth to speak, can think of nothing suitable to say, and clamps his mouth shut. They dance out of frame. INT. BALLROOM DANCE FLOOR - NIGHT Leopold dances into frame with CLARA, a BEAUTIFUL girl of 19. He glances at her and smiles. She titters, turning away shyly. They whirl around the dance floor. His smile grows into a broad grin. Caught up in the excitement, Clara beams up at him... happily revealing a mouth full of missing, inky teeth. Leopold, face frozen in a formal smile, dances on. INT. BALLROOM DANCE FLOOR - NIGHT Leopold lumbers into frame with MISS FAIRCHILD, a woman of immense girth. With great dignity and extreme difficulty he maneuvers her around the floor, looking everywhere except her enormous bosom. LEOPOLD You dance like an angel, Miss Fairchild. You light up the room. I thank you. Miss Fairchild curtseys heavily. Leopold glances at his card, sees the name Miss Serena Clacket and shudders. He spots a VERY LOVELY WOMAN hidden amongst the guests. She scribbles in a small note pad, occasionally glancing around. Hiding his dance card, he saunters over. LEOPOLD Good evening. I do not believe I have had the pleasure. The young woman stares vacantly at Leopold until she realizes he is addressing her. She puts her pad away. CARLSON ...Julia Carlson. Leopold takes her hand and kisses it gently. CARLSON I'm sorry. Will you excuse me? LEOPOLD (slightly tipsy) You are not from the area, are you? CARLSON (smiles and shakes her head "No") Are you? LEOPOLD This is my estate. CARLSON Really? (looking around the room) Well it's not home but it's much... Leopold regards her curiously. The orchestra starts up. There is a hubbub amongst the guests. LEOPOLD Shocking! The TA-RA-RA-BOOM-DE-AY. CARLSON The? Oh, that's from Paris, isn't it? LEOPOLD It is a scandal nonetheless. Leopold spots Uncle Otto observing him from across the room. LEOPOLD Miss Carlson, do me the honor? CARLSON I'm afraid I'm not much of a dancer. LEOPOLD (smiling seductively) Truly I would be in your debt. Any admonition would be erased simply by presenting a partner as lovely as yourself. CARLSON No, no. Really, I... Leopold stiffly holds out his arm. A beat. Carlson, stuck, takes it WITH HESITATION and is escorted to the dance floor. They dance. ALL but Leopold and Carlson gaily sing "TA-RA-RA- BOOM-DE-AY." Leopold, flushed, looks quite smitten. Carlson, shy at first, eventually smiles brightly. LEOPOLD I suppose we really ought to sing along. CARLSON (embarrassed) Oh, golly. They half sing, half speak the TA-RA-RA-BOOM-DE-AY, their emphasis on "BOOM." Laughing giddily, their dancing becomes freer, picking up speed. The room SPINS. Finally: CARLSON (breathless) Thank you for the dance. It was lovely. I hope it wasn't too awful for you. LEOPOLD Not at all. It was most enlightening. There is a slight pause. The Grandfather CLOCK strikes midnight. CARLSON I really must be going. LEOPOLD I won't hear of it. CARLSON (moving away from him) No, I'm quite late as it is. LEOPOLD I shall see you to the door... CARLSON (stopping him resolutely) You're very sweet. I had a wonderful time. (she watches him, memorizing his face. Then firmly) Goodbye. Leopold takes a glass of champagne from a passing waiter. He watches Carlson pass through the crowd and out the courtyard door. He surveys the room. After a moment he follows her. EXT. GARDEN - NIGHT Leopold makes his way through the manicured garden in the dark. He hears an EERIE METALLIC SOUND. He slows down, brushes back the thicket. The silhouette of a woman is revealed. She is once again writing in her notebook. LEOPOLD Miss Carlson? Carlson spins around quickly, panicked. Leopold STOPS. Partially hidden in the brush, a sleek, oddly shaped, MECHANICAL device. It's door open, lit from within, casting a weird glow. LEOPOLD Good God... CARLSON What are you...? You frightened me. Leopold moves toward the contraption and is about to touch it... LEOPOLD What sort of mechanism is this? Carlson shakes her head, unsure of how to proceed. LEOPOLD Answer me! CARLSON It's perfectly all right. It's... Leopold carefully examines the apparatus, stepping inside. Carlson FREEZES. CARLSON (carefully, deliberately) Listen to me. Please. Move very slowly. Step out of the machine. Step out and I'll explain whatever you want to know. LEOPOLD What is this? Who are you? His hand comes to rest on a glowing red lever. CARLSON Oh, God. She YANKS on his arm. Instinctively he pulls away, accidentally thrusting the lever into action. Carlson falls from the machine. CARLSON (suddenly frantic) Get out of there! Get out now! The machine LIGHTS UP. LEOPOLD Miss Carlson... I... CARLSON No!!! The compartment door snaps shut. CARLSON Shit!! There is a BRIGHT WHITE FLASH. Blackness fills the screen. CUT TO: INT. N.Y.C. LABORATORY - 1995 DAY The compartment door slides OPEN revealing DR. KAU, 30's, an Asian doctor with a THICK BROOKLYN ACCENT. Her face full of enthusiasm drops as she sees the unconscious Leopold. DR. KAU Shit!! She turns to her co-workers, warning them. DR. KAU Shit!! She looks back at Leopold. DR. KAU Shit!! Her co-workers, DR. PLODDER, austere, authoritative, DR. DRAKE, muddled and timid, peer inside the compartment door. DR. DRAKE Good God! DR. PLODDER Everybody stay calm... Lock the front door. Dr. Drake and Kau make a move to inspect an unconscious Leopold. DR. PLODDER No, no, no. You mustn't touch him. The consequences could be catastrophic. DR. KAU He could be hurt, or even dead. DR. PLODDER ...All right. Touch him. They approach Leopold. Dr. Kau finds Carlson's note pad on the ground next to Leopold. She reads the last entry. DR. KAU ...But I'm stuck and it's only a dance and he IS the seventh Duke of Albany... They all look at one another, then back at Leopold. DR. DRAKE Carlson...! DR. PLODDER (racing from the room) Give me a minute... DR. KAU Shit! INT. LAB - KATE'S OFFICE - DAY KATHERINE COLES, a radiant workaholic, types frenetically into the computer while talking on the phone, trying hard not to sound upset. KATE Who's upset? People fall in love, they have to climb back out. (she laughs but she is not smiling) So, what? We'll just be friends now, Right? She stops typing and listens for a while. She runs her hand through her hair. KATE I see. Well I appreciate your honesty. (using her middle finger she pushes up her glasses) No. I'll just think of this as surviving another dating accident. Take care or good luck or whatever I'm supposed to... The line goes dead. KATE ...say... Goodbye. Dr. Plodder bursts in. Kate sees his distress and instantly becomes very centered. DR. PLODDER She's back. KATE (rising) That's impossible! She wasn't supposed to return until... DR. PLODDER Kate. It's Carlson. Something went wrong. He hands her Carlson's note pad. Slowly, she sits down. KATE ...The 7th Duke... INT. LAB - DAY KATE (all business, reading from a printout) ...of Albany. He was the... IS the son of Emery and Eliza. He was of no actual importance until he vanished at the turn of the century without a trace. It was a sensation. In the 30's they even made a movie about him. "The Tenuous Duke" with Ronald Coleman. DR. DRAKE (absently) I love Ronald Coleman. KATE Despite much speculation and a nation wide investigation, a body was never found. He was never heard from again. DR. KAU Until now. There is a stunned silence. They stare at Leopold in awe. DR. DRAKE We've altered the course of history. DR. KAU We never should have started this... KATE Calm down. DR. PLODDER What are we going to do? We can't keep him here. Imagine if anyone found out! KATE Think. Just, think. Rationally. Now, no one would believe such a stupid mistake could be made because no one would believe any of this is possible. So. We fix this. We keep this to ourselves and we fix it. Fast. They all nod in agreement. KATE Dr. Kau, research all our data. 1st priority: Locate Carlson. Drake, determine the reciprocal correlation's connected to the 19th century. Work 24 hours a day if necessary. In the meantime... one of us will have to take charge of him. She forces back panic. Only the tremor in her voice gives her away. KATE This is a major scientific opportunity. It doesn't get any better than this. Imagine. Researching the behavior, the physical and emotional characteristics of a century ago! Utilizing technology available to us today... He's a gold mine! DR. PLODDER He's a man, Kate. Not a guinea pig. KATE And while he's here, he's ours. Any volunteers? No one moves. DR. DRAKE We'll draw names. Whoever is is picked will be responsible. Agreed? They nod reluctantly. Drake writes out names and throws them in a cup. The silence becomes deafening. Finally: DR. KAU I'll do it. All the scientists face her. DR. PLODDER You'll look after him? DR. KAU No, I meant I'll pick the name. She reaches in. They wait with mounting suspense. Finally SHE TURNS TO KATE. The scientists follow her gaze. A beat. KATE Fine. Leopold stirs. He blinks at the group. LEOPOLD Where...? What has happened?! The doctors, caught off guard, SMILE BENIGNLY. They surround Leopold as a group, not knowing where to begin. Finally: KATE Your Grace... Um... Hello... Weee aaare a smaaall part of a laaarge research team. A project funded by the government of the United States. LEOPOLD (regarding their appearance with distaste) Oh. Americans. I see... KATE Yes, um... For the past six and a half years we've been conducting scientific experiments on density and flexibility in the dimensions of time and space. DR. DRAKE Yes, uh... Quite by accident we came upon a formula utilizing Tachyons... particles traveling faster than the speed of light, which allowed us to... fold time so to speak. DR. PLODDER Yes. Bend it between the cracks of the dimensions. DR. KAU Yes. They all laugh nervously. Leopold does not. DR. DRAKE Now, while that wasn't the original purpose of our experiment, we opted to pursue it, well, privately, on our own. DR. KAU Borrowing funds already provided. KATE We journeyed to your time because it was the quickest path to follow. We debated long and hard whether we should use this knowledge at all. Believe me, it was never our intent to disturb the past... DR. DRAKE Merely to discover if the expedition were possible. As your presence here confirms... we are very disturbed. Leopold nods at them as if they are insane. DR. PLODDER The problem facing us is not only HOW to get you back, but WHEN, you see? KATE We certainly don't want to miscalculate. Send you to a different era entirely. Leopold starts to speak. DR. PLODDER Rest assured, no harm will come to you. You'll be well looked after by Dr. Coles. LEOPOLD Dr. Coles...? I do not follow. What do you mean, get me back home?... Where am I? Awkward pause. Leopold looks carefully around the room for the first time: modern mechanical equipment, data shifting and changing, giant cooling devices, bright neon lighting. The doctors are silent. LEOPOLD Answer me!... (slowly) Would you have me believe... I am being detained, at present in the HEREAFTER?... The time to come? DR. PLODDER (carefully) It is the year nineteen hundred and ninety-five. LEOPOLD ...19...? Leopold leaps up. The doctors follow him around the room. LEOPOLD You're insane! All of you! This is impossible! DR. PLODDER Leopold, calm down! LEOPOLD A voyage through time! What do you take me for? Did you bring me here by force? DR. DRAKE We're scientist, not seditionists. LEOPOLD (truly panicked) Let me out of here! I won't stand for this another moment! He's out the door. INT. UNDERGROUND HALLWAY - DAY Leopold moves quickly, fearfully through the darkly lit hallway, the doctors close behind. KATE Leopold, wait! DR. KAU You don't know what you're doing. DR. PLODDER Just listen to what we have to say! It is too late. Leopold throws open the door and runs upstairs. EXT. STREET - DAY Blinding sunlight. Skyscrapers. Automobiles. Traffic lights. Road construction. Modern day pedestrians. Helicopters. Car alarms. Leopold stands frozen, overwhelmed, taking it all in. LEOPOLD 19...? The doctors reach him. He collapses to the ground. CUT TO: INT. CAR - DAY Kate and Dr. Kau talk quietly. Leopold, tightly holding onto his seat and the back door, gazes out the window in utter disbelief. KATE Squab. DR. KAU Squab? KATE I remember reading they ate a lot of squab. DR. KAU Squab... Do you have a squab? KATE (quietly. On the verge of panic) I don't know! DR. KAU Pull yourself together! (turning to Leopold) Are you all right back there? Leopold, trembling, gapes at the sights, every day sounds, magnified. Perspiration runs down the side of his face. Kate watches him in her rear view mirror. KATE You're going to be fine you know. There's nothing to worry about. I have everything under control. Dr. Kau stares at Kate in concerned silence. KATE (quietly to Dr. Kau) We'll never get away with this. INT. BEDROOM - THE NEXT MORNING Leopold awakens alone in his room. He sits up with a jolt. His stomach sinks as he realizes THIS IS NO DREAM. He slowly rises to his full stature, moving to the window he looks out on the modern day city, shaking his head in awe. He makes his way to the bedroom door and tentatively touches the knob. There is a KNOCK on the door. Leopold JUMPS back and runs to the bed: The picture of dignity. KATE How are you feeling? (no response) I thought you might like some tea. LEOPOLD I insist on being returned home immediately. KATE I understand. We're doing our best. LEOPOLD I wish to speak with your employer, Dr. Coles. KATE You're speaking to him. LEOPOLD You are not suggesting that you are Dr. Coles? She smiles. LEOPOLD Miss... uh? KATE Dr. Coles. If you like, you could call me Miss Dr. Coles or if that's too much, how about just plain Kate? LEOPOLD (coldly) A WOMAN of science? KATE Hard to believe? LEOPOLD But a woman's brain cannot obtain enough knowledge to posses a truly scientific mind. KATE (jotting this down) Interesting. Nevertheless, we've come a long way baby. LEOPOLD (confused) Are you attempting to be humorous? KATE I'm attempting to be informative it's just coming out humorous. Leopold regards her dubiously. KATE (clinically) Look, modern social science clearly states that a woman's place in society marks the level of that civilization. A science career for a woman is now almost as acceptable as being a... a... waitress. Cream and sugar? LEOPOLD Young lady, I... Surely it is not expected that I remain here with you indefinitely... Unchaperoned? KATE (pen poised) Does that make you nervous? LEOPOLD Certainly not! KATE (writing) Then what are you getting so red about? It's a very large apartment... with locks on all the doors. LEOPOLD The idea! My dear Miss Coles... KATE Dr. Coles. LEOPOLD Honey... KATE (she puts the pad down) Let's get one thing straight right now. My name is Kate or Katherine or if you insist Dr. Coles. (she rises) Take a good long look, Leopold. I am a 20th century American woman with a Doctorate and a commission and independence. I am not your "young lady" or your "pretty Miss" or your "honey." Is that clear? Leopold watches her with great interest. Finally: LEOPOLD Honey... For the tea. KATE ...I'll get it for you. Kate grabs the teacup grandly and leaves the room. INT. KITCHEN - MORNING Kate rummages through every drawer, shelf and cupboard searching for the honey. Finally, she spots the honeybear and squeezes honey A TAD TO VIOLENTLY into the tea. She tries posing "confidently" then checks her reflection in the toaster. INT. BEDROOM - MORNING Kate returns "confidently" with the tea and a plastic smile. LEOPOLD Thank you... Has it been decided what it is I am to do while I am being held here? KATE Oh, just some laundry, the cooking, a little light housework... Leopold doesn't react. KATE (clearing her throat) I took the liberty of preparing a simple schedule to efficiently utilize your time while incorporating you into my routine. (she hands him a schedule) As you can see, my day begins with meditation and yoga from 6:30 to 7:00. She moves in close to him, making Leopold uncomfortable. KATE YOU will arise at 6:45, shower and change and at 7:15, we breakfast together. 7:45 we begin the days work. At 10:45 Dr. Kau arrives to observe you in your natural routine as I research the data that will enable you to return home. At 1:15 we lunch together. 2:15 you answer a daily questionnaire, I type up my notes. At precisely 6:15 you will enjoy 15 minutes of FREE TIME, then, at 6:30, I listen to Tom Brokaw while making dinner as YOU write down any questions that come up during your day. At 7:00, we dine together. If you need me at any time you may ring this bell. She rings a tiny dinner bell. He is about to speak. KATE Now, Mondays and Wednesdays I have computer science class, Tuesdays I have therapy. IF I have a date, I'm usually home by 9:15. During these periods you may read any of the books I've picked out for you in your room. I organize my next days work at 10:30, 11:35, David Letterman, 12:40 I'm in bed. (she takes a breath, smiles at him) Next day we begin again. Simple? LEOPOLD (after a beat, with great dignity) ...At what time shall I WEE and POOH? Kate is forced into a stunned silence. CHARLIE'S VOICE Kate? I'm home. KATE Oh. Yes. Our chaperone is here. LEOPOLD Your father? KATE Sort of. My brother. LEOPOLD Visiting? KATE For the past two years. Charlie can never know about this project. We'll tell him you are a... overly distinguished colleague staying here as our guest. From Canada. Which would explain your lack of familiarity with our customs and so forth LEOPOLD (aghast) A CANADIAN? KATE Make yourself comfortable. I'll check in on you later. I think this is going very well, don't you? Leopold looks at her blankly. KATE Okay. If you need anything, just ring. Kate tinkles the bell, fumbles for the knob and heads out. P.O.V. still on Leopold. KATE (V.O.) (shouting) Charlie! Leopold reacts. CHARLIE (V.O.) (screaming just as loud) What? KATE (still shouting) Come here I wanna talk to you. Leopold listens at the door. He slowly opens it, takes two steps out, peers around the corner, then quickly steps back in. He takes a DEEP FRIGHTENED BREATH and slowly deflates. INT. CHARLIE'S STUDIO - MORNING Charlie sits on the couch smoking a cigarette surrounded by his paintings. He is a likable twentysomething with a big mouth. CHARLIE What did I do? KATE (removing his coffee from the table, setting it on a coaster) RINGS! And what did I say about you smoking in the house? CHARLIE You were against it. KATE Correct. You're back early. (She takes away his cigarette) CHARLIE Hey!... Are you all right? You look funny. KATE Funny ha ha or funny odd? CHARLIE Both. KATE That all depends. How was your trip? CHARLIE Why? KATE If it was good I'll tell you the truth. If it was rotten I'll have to butter you up first. CHARLIE Butter me up. KATE Have you been working out? No, I'm really starting to see results. Are you comfortable there on the couch? CHARLIE Very. KATE Good. Cause you'll be sleeping there the next few nights. CHARLIE Kate! KATE You have to be out of here by 8 and you can't be back before 6. We have an important man working with us with very unusual needs. The company is insisting he stay here. CHARLIE What about a hotel? KATE This man requires around the clock attention. CHARLIE I meant for me. KATE Thank you, Charlie. (she kisses his forehead) I owe you one. CHARLIE You owe me nine. What am I supposed to do all day? KATE (as if having an epiphany) You could get a job! CHARLIE Kate, the entire point of being an artist is that I don't have to work. Who is this guy? KATE Well, I can't tell you much because... KATE AND CHARLIE I'm not allowed to discuss what goes on at the office. KATE Well I'm not. Anyway, it might be interesting to have someone else to talk to. It gets so quiet around here sometimes I feel like I've gone deaf. CHARLIE Does he have a label? KATE Leopold. CHARLIE LEOPOLD? Is he anything like his name? KATE He's exactly like his name. CHARLIE Then you owe me ten. INT. LIVING ROOM - DAY Leopold PEEKS around the entrance to the living room. Confident it's unoccupied, he majestically walks inside: Up to date gadgetry, Charlie's modern art work, bright fashionable furniture. Leopold recoils. His eyes come to rest on the television set. The ON OFF buttons loom large. He looks around the room then brazenly presses the button ON. Instantly, REGIS and KATHY LEE loudly berate each other before an excited crowd. Leopold jumps back several feet, hands flailing in front of him as if shooing away a bee. He quickly, yet cautiously, slams the power OFF. LEOPOLD Horrible! He quickly scurries out the hallway. He stops abruptly. He remains very still. Composing himself, he turns and deliberately faces the room. After a moment, he purposefully steps back inside. He makes a large ARC around the television set, is confronted by one of Charlie's sculptures and makes an ARC around that. He finds himself in front of a light switch and gingerly examines it. As he does, track lighting ILLUMINATES the room. He looks at the lights then back at the switch. He flicks the lights ON and OFF, trying to figure out the precise moment in the transfer of power, laughing in spite of himself. Kate and Charlie enter. They watch Leopold flicking the lights, laughing like a madman. Charlie gives Kate a look. KATE (explaining) He's from Canada... INT. DINING ROOM - NIGHT Leopold sits at the head of the table, Kate and Charlie banished to either side. Leopold chews his dinner incessantly. LEOPOLD (finally) What is this? KATE It's called Hamburger Helper. LEOPOLD It is beyond help. Please serve the next course. He pushes his plate away. KATE I'm afraid there is no next course. If you make a list of the foods you like, I'll pick them up at the store for you. LEOPOLD Is all food here this... textured? CHARLIE Mine's good. LEOPOLD Please understand, I am used to a different sort of preparation. Where I come from a proper meal is the result of reflection and study. A recipe is merely a theme which an intelligent cook can plan each time with variation. Charlie gives Kate a look. LEOPOLD Several courses are served. Menus are often prepared days in advance, timed to perfection. It is said, without the culinary art, the crudeness of reality would make life unbearable. CHARLIE In Canada? LEOPOLD (after a beat. Firmly) In Canada. CHARLIE We have a saying here. "Shake and shake the catsup bottle, none will come and then a lot'll." He pours catsup on his dinner. LEOPOLD How interesting. CHARLIE Since you're such an expert on fine cuisine, why don't you make dinner tomorrow night? LEOPOLD It should be obvious to you that I am NOT a domestic. You may take my plate. CHARLIE I have my own, thank you. KATE Charlie... CHARLIE Who died and made me Cinderella? LEOPOLD Young man, there is a distinct impertinence to your voice. CHARLIE It's part of my charm. LEOPOLD Suppress it. KATE (changing the subject) Leopold... Since you're our guest here, there are several cultural events you might enjoy seeing. Charlie has season tickets to the ball game. Perhaps you'd like to take that in? LEOPOLD What is it? CHARLIE What is it?? KATE Or the Opera or the Ballet? CHARLIE What is it?? KATE Charlie, there's no rule that says everyone has to be interested in baseball. CHARLIE No, but I believe there is a rule that says everyone has to have HEARD of it. LEOPOLD Dr. Coles, your brother Charles attitude and demeanor are unacceptable. If I am to stay on here you must have a serious talk with him regarding respect and civility. KATE CHARLES, could you help me with the dessert in the kitchen? CHARLIE In the kitchen? KATE IN the kitchen. Excuse us. Kate and Charlie leave. The camera remains on Leopold, sitting alone, calmly sipping his wine. VOICE OVER FROM THE KITCHEN: CHARLIE I don't believe this guy! KATE Try to be nice to him. CHARLIE I'm always NICE! KATE Please Charlie, as a favor to me. CHARLIE He gives me the creeps. Leopold reacts. He listens self-consciously. KATE He's different that's all. CHARLIE What was that crack about domestics? KATE Charlie, this is important to me. CHARLIE You're not going out with him, are you? KATE Eeuuu! I may be desperate but I'm not a lost cause. CHARLIE Kate, this is me. I've seen the guys you bring home. KATE I've done countless favors for you! Now I'm asking for just one little thing... CHARLIE (overlapping) Oh, all right! All right! All right! They emerge from the kitchen, beaming. KATE (after a beat) We forgot the dessert. CHARLIE You know,... I don't know if I mentioned it... but that is one fine looking suit. INT. KATE'S BEDROOM - 6:30 A. M. Radio alarm clock -- 7:45 a.m. Louis Armstrong begins to sing, "Let's Call the Whole Thing Off." Dressed in yoga clothes Kate sits on her bed in the lotus position. She bangs the gong and closes her eyes. A bell rings. Kate flinches but does not open her eyes. KATE (too sweetly) What is it, Leopold? The bell rings louder, interrupting Kate's routine. KATE (eyes closed, screaming like a fishwife) WHAT IS IT, LEOPOLD?! Leopold's bell rings with determination. Kate is off the bed and out of the room. INT. KITCHEN - MORNING Kate enters and stops short. Leopold sits at the table ringing a BELL. The dishwasher is open and SPRAYING WILDLY, the blender has spread breakfast shake EVERYWHERE, water is BOILING OVER on the stove, refrigerator, freezer, and every cupboard door is OPEN. Garbage disposal runs FULL BLAST. LEOPOLD (calmly amidst the chaos) I cannot seem to find the tea... CLOSE UP: Leopold's hand rings a bell with irritation. INT. CHARLIE'S BEDROOM - EVENING Leopold, Kate, and Charlie stand in front of Charlie's open closet. Leopold selects clothes from Charlie's wardrobe. LEOPOLD No... No... No. Good God, no!... Perhaps... He tosses them aside carelessly as Charlie seethes. CLOSE UP: Leopold rings his bell. INT. HALLWAY - EARLY MORNING Kate and Charlie form a line to the bathroom. Kate checks her schedule and bangs on the door. KATE Leopold, your time is up! What's he got, a girl in there? INT. BATHROOM - EARLY MORNING Leopold Luxuriates in the bathtub wearing a "Whitecap" marveling at the whirlpool and the instant hot water. He picks up a can of shaving cream and inspects it in wonder. It SPRAYS. CLOSE UP: Leopold rings his bell. Nothing happens. He discovers the clapper has been stolen. INT. KATE'S STUDY - AFTERNOON Kate types, talks and researches simultaneously. She looks up and stops suddenly. Leopold appears wearing MANY oddly assorted layers of Charlie's clothes, a bandanna bow tie, Irish woolen cap, bicycle gloves, aluminum baseball bat walking stick. He poses foppishly. LEOPOLD I should like to read about modern currency during my bath tonight. See that the tub and basin are scrubbed up. Remnants remain of this afternoons shave. Kate nods at him stupefied. Due to the many layers of clothing, he imperiously leaves the room walking as if wearing skis. INT. BEDROOM - NIGHT Leopold rings a BIG NEW COWBELL. No one responds. INT. CHARLIE'S WORKROOM - NIGHT (CONTINUOUS) He discovers Kate at her computer, Charlie reading a book. Each are wearing a walkman. He stands in front of them and rings his cowbell furiously until they look up. INT. STUDY - DAY Leopold studies his questionnaire, Kate researches Victorian customs. They simultaneously look up and gaze at the other. A beat. Embarrassed, Kate dons her glasses and Leopold shuffles papers. They look up again. Then down. Then get back to work. INT. KATE'S BEDROOM - NIGHT Kate sits on her bed with her laptop watching David Letterman. She glances up, laughs out loud. She looks at the dark empty room. No one is there to share it with. Closing her computer, she holds her pillow close to her. She slowly moves to the window and looks out. INT. LEOPOLD'S BEDROOM - NIGHT A text book with Leopold's picture inside. Leopold reads the brief summary of his life with heartbreaking astonishment. He moves to the window and looks out. EXT. N.Y.C. APARTMENT BUILDING - NIGHT Kate and Leopold gaze out of their windows. The camera slowly pulls back until they are swallowed up by the city. INT. KATE'S STUDY - AFTERNOON Kate scans her notes as Leopold paces dully about the room. KATE In our last session you intimated there was a symmetrical system regulating the social order of conformity spanning your era. I found this particularly intriguing If I can just find it in my notes... A fire engine races by. Leopold dashes to the window then turns back, excited. LEOPOLD The fire brigade! Kate stares at him blankly. She munches RICE CAKES and drinks water FROM THE BOTTLE. A beat. She returns to her notes. LEOPOLD This is insufferable! I refuse to be spied upon, skipped over, or shuffled about any longer. I have yet to venture outside this cell. Before I go mad a more suitable arrangement must be found. KATE Found it. LEOPOLD (startled) A resolution? KATE No I meant I found my notes. LEOPOLD Dr. Coles! Changes are in order. KATE I can hear you. LEOPOLD (under control now) Miss Coles, as we are to remain here together, there are certain conditions I insist are met and maintained. I no longer wish to be peeped at, mocked... KATE I never... LEOPOLD (calmly) Or interrupted. Jot this down. Breakfast at 12. Luncheon at 4. Diner at 8. A horse should be made available from 1 to 3. KATE A horse? In New York City? LEOPOLD Yes. Also, I feel very strongly about your style of dress. I do not care for it. (Kate looks up) I cannot believe it is the prevailing taste for women to appear masculine and unkempt. If this is the fashion, have it altered. Kate rises. LEOPOLD That is all for the present. He grandly hands her a napkin. LEOPOLD CRUMBS, my dear! KATE (infuriated) Thank you! Brushing herself off, she heads to the door. LEOPOLD Dr. Coles. I have been acquainted with many women in my time, yet I am compelled to say that the modern woman is by far the least attractive I have ever encountered. KATE (rising to the occasion) And I have a news flash of my own. Leopold waits. KATE You sir, are no Ronald Coleman! She storms out. INT. LAB - EARLY MORNING Dr. Drake enters Dr. Kau's office with two pints of Haagen Dazs. DR. DRAKE Chocolate Peanut Butter Cookie Dough Swirl or Peach? DR. KAU Peach. They dig in. DR. DRAKE Any luck? DR. KAU Yea. Lots of luck. All bad. No information exists detailing what happened to Carlson. I've been working for weeks and I'm not any closer than when I began... How are you doing? DR. DRAKE My cholesterol level is up 70 points. Kate enters, exhausted, deposits an armful of papers on Dr. Drake's desk. Kate has pencils tucked behind her ear, through her hair, and in her mouth. DR. DRAKE Thank you, Kate... How're you managing with Leopold? KATE Fine. Fine... Why? What did you hear? DR. DRAKE Nothing. I was just asking. KATE Oh. Well, it's fine. He's a delight. Everything's under control. DR. KAU Keep up the good work. (after she's gone) She seemed a little scattered. Do you think everything's all right? DR. DRAKE Katherine Coles is the most capable person we have on this project. If anyone can handle the delicacy of this situation, Kate can. DR. KAU So there's nothing to worry about? DR. DRAKE Absolutely not. INT. CHARLIE'S STUDIO - EARLY EVENING KATE GONE? GONE WHERE?! (Charlie shrugs) Charlie we've got to find him! CHARLIE (working on a VERY STERN portrait of Kate at her computer) Are you crazy? This is the first time all week my eyes aren't darting to the top of my sockets every five minutes. KATE When did he leave? CHARLIE I don't know. An hour ago? He said he wanted to take a walk. KATE And you let him?? He's not allowed to go outside! CHARLIE Is he being punished? KATE We've got to find him! You stay here in case he finds his way back. And while you wait you'd better pray he's all right. If anything happens to him, anything at all, EVERYTHING we've worked for will have been destroyed. She heads out the door. Charlie follows. INT. LIVING ROOM - EARLY EVENING CHARLIE Kate, calm down. KATE And YOU'LL be responsible. Understand? (she grabs her coat and purse) CHARLIE What's the big deal? Who is this guy? Kate takes a LONG pause. KATE Leopold... is not really from Canada. EXT. KATE'S APARTMENT BUILDING - LATE AFTERNOON Peaceful. The sun sets. Pigeons rest on window sills. Suddenly: CHARLIE (V.O.) OH MY GOD!!! The pigeons take flight. EXT. CENTRAL PARK - EVENING Leopold leaves Central Park profoundly lost. Looking both ways in the wrong direction, he crosses the street. SCREECHING brakes, HONKING horns, FURIOUS shouts with Leopold, horrified, caught in the middle. He makes it across shaking and dazed. A motorist pulls along side of him. WOMAN MOTORIST You stupid fucking son of a bitch. Next time I'll hit ya. Fucking moron. Leopold GAPES, appalled. A Hansom carriage slowly treads into Central Park. Leopold watches until it disappears. INT. KATE'S GREEN A.M.C. PACER - NIGHT Kate drives slowly, searching for Leopold. Cars honk with mounting anger. CABBY What're ya waiting for lady? An invitation? KATE I'm sorry! I'm sorry! She continues searching, trying hard to remain calm. EXT. TIMES SQUARE - NIGHT Huge buildings. Neon lights flashing. Garbage in bundles. Calvin Klein Ads. In the center of it all, Leopold, jostled BADLY by the crowd, tipping his hat to all the ladies. He enters a deli. INT. DELI - NIGHT Leopold, appalled by the prices searches for money. He has none. LEOPOLD (to the counter man) $7.95 for a sandwich? Is that correct? COUNTER MAN You gotta problem with that? LEOPOLD It seems rather pricey to me. COUNTER MAN So don't buy one. LEOPOLD I shan't. COUNTER MAN So shan't! He moves on. LEOPOLD Yes, I... I would be happy to sample one however I'm afraid I haven't the finance with me just now. If I could establish a credit with you, I will have someone come round with the funds tomorrow. COUNTER MAN You will gladly pay me Tuesday for a hamburger today, is that it? LEOPOLD (a little confused) I believe so. Yes. COUNTER MAN Get the fuck outta here. LEOPOLD I beg your pardon? COUNTER MAN Get out. Fuckin' Wimpys piss me off. LEOPOLD May I remind you, merchant, that I am the customer in this establishment and as such require your attention and the utmost respect. I do not accept this modern convention of desecrating one's patrons with such contemptuous disregard. YUPPIE WOMAN You tell him. LEOPOLD Need I add that without our patronage you would not own that unwashed counter behind which you spew your filthy mouth? COUNTER MAN Where do you get off? You don't even have any money. LEOPOLD Don't be irrelevant... I'm browsing. COUNTER MAN Not in my store you're not. He comes out from behind the counter. He's big. LEOPOLD (very superior) Do you intend to physically escort me out...? EXT. STREET - NIGHT Leopold is thrown out of the store and on to the street. LEOPOLD Did you see what he did? Did you see that? No one responds. Leopold is left sprawled on the street. Thunder is heard. EXT. N.Y.C. - NIGHT Gargoyles at New York City Library, The Dakota, the Bowery, Alphabet City. EXT. CLAIRMOUNT STABLES - 4 A.M. Pouring rain. Leopold stands in front of the stables beaten and drenched. A car drives by, screeches to a stop, and hastily backs up along side Leopold. KATE Leopold! Leopold, get in. Leopold stares at the car. Kate runs out, opens the door and helps him in. She dashes back into the drivers seat. INT. CAR - 4 A.M. KATE (nearly in tears, trying to dry him off) Leopold! Oh, Leopold thank God you're all right. I didn't think I'd ever find you. You had us all so worried. Oh, Leopold! She hits him hard. KATE Don't you ever go out again without my permission, do you hear me? I was frantic. You could have been killed a hundred times over. I never would have known. She rests her head on the steering wheel, exhausted. She pulls herself together and looks at him. KATE Leopold, are you all right? LEOPOLD (looking deep into her eyes for the first time) I wish to go home. KATE Okay. I'll get you home in a jiffy. LEOPOLD (badly shaken) No... I wish to go home. Kate gently observes Leopold who stares rigidly straight ahead. INT. LIVING ROOM - NIGHT CHARLIE (on the phone) I don't know. It's just Leopold. Like Cher. Or Goofy. Kate and Leopold walk in wet and exhausted. CHARLIE Never mind they just walked in. Jesus. You look horrible. KATE Charlie, don't start. I haven't been this angry at you since you got me into that pyramid thing last year. If you make a wisecrack I'm going to burst into flame. CHARLIE It wasn't a wisecrack. You do look horrible. KATE I'm too tired for this now. I'll just save it up and kill you tomorrow. Help Leopold out of his things and lets get him to bed. LEOPOLD I've something to say. To the both of you. I... Nothing is what it seems. After witnessing mere weeks of this age it is painfully apparent I am outside of my acquaintance... I don't know how to proceed. I frankly... am in need of assistance. I'm sorry. I'm not very good at this. In the event you have missed it, I am apologizing. There is a long pause. CHARLIE About time. (he shakes Leopold's hand reluctantly) Welcome back. (he leaves) KATE Don't mind him. His heart would be in the right place if he had a heart. Surliness runs in my family. LEOPOLD I understand. It practically races through mine. KATE (shocked) Leopold, you made a joke. I mean one that's not at my expense. That's good. They look at each other just a second too long. LEOPOLD We'd better get to bed... That is... KATE Yes... I start work... (she looks at her watch) in three and a half hours. LEOPOLD Oh, dear. They self-consciously head to their respective rooms. KATE It's fine. I'm used to it. LEOPOLD You mustn't get too used to it. You'll find life passes you by awfully quickly. Kate is struck by his vulnerability for the first time and is moved. She catches herself quickly however. LEOPOLD Thank you for... KATE (waving it away) Oh! They stand at their bedroom doors. LEOPOLD Well, goodnight then. KATE Leopold?... I don't have a clear handle on this. Perhaps I was wrong keeping you confined to the apartment all this time. I don't know when you'll be able return home... Tomorrow I'll start preparing you for the outside world. And... We'll find your way back. I promise. Leopold smiles, still shaken. A beat. They slowly close the doors to their respective rooms. INT. HALLWAY - BRIGHT SUNNY MORNING Leopold, dressed for an outing knocks on Kate's bedroom door. KATE (V.O.) Yes? Leopold enters. Kate stands in a slip calmly looking at Leopold. Leopold immediately turns, facing the door. LEOPOLD Oh! I beg your pardon. I, I, I, was merely... I didn't... KATE Is there something you want, Leopold? LEOPOLD I merely wanted to see... that is, inquire, on your availability, for an outing... My assimilation and so forth. KATE Yes, we have a lot of work ahead of us. I'll be out in a minute. LEOPOLD Yes, of course. Splendid. He reaches around behind his back and fumbles for the knob. He finally finds it and goes out. Kate smiles. CUT TO: EXT. N.Y.C. - DAY the Brooklyn Bridge, the Chrysler Building, Rockefeller Center, 5th Avenue. EXT. 5TH AVENUE - DAY Kate and Leopold exit The Gap. Leopold awkwardly wears hip Gap casual clothes, a baseball cap on his head. LEOPOLD Are you certain this is correct? Kate places the cap backwards on his head. She nods approvingly. KATE Certainly I'm certain. Leopold watches himself in store windows. He CAN'T comprehend it. Kate leads him into Barney's. INT. BARNEY'S - DAY Leopold stands before the mirror wearing a classic dark suit. He looks FANTASTIC. A fact that is not lost on Kate. LEOPOLD Now really. Isn't this better? Kate nods back begrudgingly, her breath taken away. EXT. N.Y.C. - DAY Lincoln Center, Columbus Circle, Gristedes. INT. GRISTEDES MARKET - DAY Kate selects a shopping cart, begins to push it. LEOPOLD Allow me. Kate walks ahead. Leopold, maneuvering a cart with a broken wheel, hasn't the knack and bangs into everyone and everything in the aisle. LEOPOLD Sorry. Oops! Careful there. So sorry. CUT TO: CLOSE UPS: Leopold scrutinizing vegetables in cans, cereals for kids, bottled water, instant soup, feminine hygiene supplies. CUT TO: The check out line. As their groceries are being rung up, Leopold spots The Sun, a newspaper with the headline: Woman Sees Satan in her Microwave Oven. Leopold eagerly shows Kate. LEOPOLD Have you seen today's paper? KATE Put it back. LEOPOLD But... KATE Back! Leopold reads the paper totally enthralled. EXT. STREET - DAY Kate and Leopold walk down the street, a bag in each arm. Leopold eyes Kate suspiciously. LEOPOLD Dr. Coles, why is it you are not married? KATE Women are longer defined by the men they're married to, Leopold. I have a career. I haven't found a man who fits in with that yet. LEOPOLD Yet people still marry? KATE (defensively) I've heard of cases. They continue to walk, Leopold noticeably studies Kate. Finally: LEOPOLD I suspect there is something wrong with you. KATE There's nothing wrong with me! LEOPOLD Perhaps it is the way you present yourself. KATE I don't know what you're talking about. LEOPOLD There is some sort of problem when a woman reaches thirty and insists on remaining single. KATE You think I'm THIRTY?! LEOPOLD What? KATE Do I look THIRTY to you? LEOPOLD It was an arbitrary number. KATE You chose it specifically opposed to a lower number. LEOPOLD I didn't mean it. KATE ...Thirty! LEOPOLD I apologize... How old are you? KATE (sharply) I'm thirty! But you're the first person whoever told me I looked it! LEOPOLD I'm sorry. Leopold spots a formal dress in a store window. He takes a good long look at Kate, smiles, then quickly walks inside. Kate continues down the block. KATE And it's not that I insist on remaining single. Believe me. Everyone dreams of finding somebody to share their life with. To give someone all the love they've been hoarding since they were a kid. I'm no different. But one has to be sensible. I have a career and a life that's filled with... She looks around. Leopold is gone. KATE Not again... She starts off down the street, stops, and enters ROBERTA'S, an upscale boutique. INT. ROBERTA'S - DAY Kate races in. Leopold talks with a saleslady. KATE What do I have to do? Put a leash around your neck? LEOPOLD (to the saleslady) She is the woman to whom I was referring. You see the problem? SALESLADY (giving Kate the once over) Yep. KATE (staring down at her clothes then back at the two of them) What?... What? INT. ROBERTA'S - DAY From behind the dressing room door, Kate shouts to the others with irritation. KATE This is ridiculous. I don't have time to... (she shrieks) Do you know what this dress costs? Let's get this over with. I'm coming out. Nobody laugh. Kate leaves the dressing room in a huff COMPLETELY UNAWARE that she is STUNNING. KATE Satisfied? Leopold and the saleslady stare at her with pleasure. KATE ...What? She turns and looks at herself in the mirror. Leopold stands behind her, pulls back her hair, brushes away her bangs. LEOPOLD You have a lovely face. Even Kate cannot deny that she is lovely. She stares at herself for a long while. LEOPOLD (quietly) We'll take the dress. They become aware of their close proximity. They nervously part. INT. LIVING ROOM - LATE AFTERNOON Kate sits Leopold down on the sofa. She turns on the TV and hands him the remote control. LEOPOLD What is this? KATE The drug of the 20th century. She aims the remote at the TV, changing channels. He's spellbound. INT. DINING ROOM - EARLY EVENING Dinner is served. Kate waits patiently for Leopold who sits on the sofa watching the TV. KATE Leopold, your dinner's getting cold. LEOPOLD I'm coming. He does not move a muscle. INT. LIVING ROOM - NIGHT Kate and Leopold sit on the sofa eating their dinner and watching TV. On the screen, a Looney Tune. Leopold enjoys this especially. Kate reaches for the remote but Leopold grabs it territorially, refusing to relinquish it. KATE (making notes) It's a guy thing. INT. LIVING ROOM - NIGHT Leopold asleep on the sofa still clutching the remote control. Kate comes in with a blanket and settles it over Leopold. She glances around the room, then slowly bends down close to capture a better look at his face. After a moment she catches herself, takes herself in hand and sits down at her computer. She opens her notes and types. Her fingers slow down to a crawl and come to a stop. She looks up at Leopold lost in thought. She smiles. Reaching for a soda, she accidentally knocks a picture to the floor. In a SMASHED frame, Kate and CARLSON drunkenly mug for the camera. Kate pales noticeably. She looks from the picture to Leopold. Slowly, she begins pecking away at the keys. She does not look up again. INT. LAB - LATE AFTERNOON Kate gives Leopold a tour of the lab stopping by Dr. Drakes area. Hidden behind chalk boards, calculator paper, and several empty Haagen Dazs containers, Dr. Drake searches for solutions. KATE ...Now within that astronomical structure, Dr. Drake here is searching for a pathway between your time and the present. He'll find it too if his arteries don't harden first. LEOPOLD Astounding. KATE Once that is discovered, the search begins for the exact time and date travel will be possible. They move to Dr. Kau's area. LEOPOLD (to Dr. Kau) How are you proceeding? Dr. Kau merely grunts. Leopold looks at Kate. KATE Don't take it personally. Once Dr. Kau starts working, you just have to wait until her batteries run down. We're all pretty much like that. They head into Kate's office. INT. KATE'S OFFICE - DAY Kate gathers her belongings, Leopold snoops at her notes. LEOPOLD The complexity of this equation is astonishing? Can you really comprehend all that? KATE (simply. Almost apologetically) I'm a genius. LEOPOLD You're quite exceptional Dr. Coles. (a beat) That is to say, you all are. KATE Thank you. And may I say that sometimes, in DIM light, you're not so bad yourself. They stand together, Leopold grinning sheepishly. KATE Oh my God! Is that the time? I'm late. Therapy. Every Tuesday night. LEOPOLD May I accompany you? KATE You mayn't. LEOPOLD I am not certain I understand therapy. KATE No one does. That's why therapists can charge so much. As she gathers her belongings, Leopold spots a very high heeled red shoe in Kate's bag. LEOPOLD What exactly transpires during therapy? KATE Leopold. A gentleman does not ask those questions. Come on, we'll get you home. LEOPOLD I am perfectly able to travel homeward myself. Kate looks at him skeptically. LEOPOLD Really! I have finance and our address. I shall take a cabbie. Kate hesitates. LEOPOLD You are late. I insist. I am NOT a child. Dr. Coles. KATE All right. Don't bite my head off. She shakes her head and walks out the door. EXT. N.Y.C. STREET - LATE AFTERNOON Kate heads down the stairs of a subway station. A few feet behind, Leopold cautiously follows. INT. SUBWAY STATION - RUSH HOUR Kate waits in line at the turnstile. Leopold, a ways back, grimaces noticeably at the smell. Kate heads through. Leopold follows banging painfully into the bar. A NUN hurriedly bumps into him from behind. He tries pushing the bar but it doesn't budge. He turns around to step out of line but it is already too long. He stands NOSE to NOSE with the nun. LEOPOLD I can't seem to... NUN (impatiently) Oh, for heaven's sake... The nun deposits her token and SQUEEZES them both through as the train arrives at a deafening pitch, startling Leopold. He spots Kate entering the train and jumps into the car in the nick of time. The train departs, Leopold pressed awkwardly against the glass. EXT. N.Y.C. STREET - EARLY EVENING Kate races from the subway station, entering the Arthur Murray Dance Studio. Leopold, thoroughly disheveled, follows at a distance. INT. DANCE STUDIO - EVENING Elderly Blue haired couples chat amongst themselves, men on the right, women on the left. Kate, in dance clothes, out of breath, stumbles in, making a b-line for the women's side. MRS. PINCUS I was worried. I thought you weren't going to make it. KATE (smiling happily) Miss my lesson? This is the only thing I have to look forward to all week. Is that a new dress Mrs. Pincus? Mrs. Pincus executes a fancy spin, proudly showing off her purchase. Across the room, MR. Pincus beams in anticipation. An elderly, overly made up dance instructor enters. She claps her hands together loudly. INSTRUCTOR All right, kids. Pair up! The men slick back their hair. The women straighten their gowns. Kate stands to the side, self-consciously studying the floor. The men take their places on the dance floor. They flick their hand twice, inviting their women to dance. Cooly, elegantly, the women approach their partners. After a while Kate looks up, relieved. She stands alone. Ballroom music plays. The couples effortlessly shift between steps and turns. Kate dances with an imaginary partner, stumbling, more than a beat behind, counting, animated, a concentrated YEARNING look spread across her face. The instructor approaches with a look of resignation. INSTRUCTOR Don't think so much, Katie. FEEL the music. KATE (sweating) I am! INSTRUCTOR Dancing should not be work. It should be a vacation the body takes from the mind. Let the music wash over you. KATE (frustrated) It is! INSTRUCTOR Repeat after me: I've got the muusic in me. KATE I've got the muusic in me. INSTRUCTOR & KATE (overlapping) I've got the muusic in me! INSTRUCTOR Keep telling yourself that. Kate does. Her instructor shakes her head and moves away. Across the room, through the window, Leopold watches, moved. LEOPOLD'S P.O.V. -- Over the music, beyond the swirling couples, Kate remains in the corner, dancing with her imaginary partner, fighting valiantly for the right steps, muttering to herself, dancing alone. INT. LAB - MORNING Dr. Kau SLAMS a large book on Dr. Plodder's desk startling him. DR. KAU I've located her. DR. PLODDER You didn't! Is she all right? DR. KAU No. She's really not. Photograph of a SWEATSHOP 1896. The conditions are APPALLING. Positioned among the workers, Julia Carlson, thin, ragged, worn out, stares helplessly into the camera. DR. KAU It was taken a year after she arrived. Look at her face! We have to get her back. DR. PLODDER Christine, this morning I spoke with the head of funding. They're talking about canceling the project. DR. KAU What?! They can't do that! DR. PLODDER There's still time. Nothing has happened yet that can't be undone. We'll get her back. We'll put this behind us and we'll get her back. The doctors stare at the photograph. Powerless. CUT TO: INT. CHARLIE'S STUDIO - DAY Charlie and Leopold work at their easels. Leopold sighs HEAVILY. CHARLIE Is there something on your mind? There is a pause. LEOPOLD This is rather difficult for me. CHARLIE ...Uh huh...? LEOPOLD I have been in the salon contemplating the reception I have received by the various tradesmen I have visited. I've determined I am lacking the dexterity of modern intercourse. CHARLIE Of what?? LEOPOLD Social skills. CHARLIE Oh. LEOPOLD I realize our association has been rather distant and I bear you no ill will. CHARLIE You can imagine my relief. LEOPOLD The fact is... I need help. CHARLIE Why not ask Kate? LEOPOLD I would appreciate the masculine point of view. CHARLIE Why not ask Kate?... That was a joke. Leopold looks worried. Charlie puts down his brush. CHARLIE Well? Let's see... I guess we could start by removing that great big stick from up your... Let's start with your walk. LEOPOLD My walk? CHARLIE You don't walk right. (gently) You strut. LEOPOLD (very defensive) STRUT? CHARLIE Strut strut strut. You walk into the bathroom it's like I'm watching a parade. Walk across the room. LEOPOLD I will not. CHARLIE I know you won't. You'll STRUT. You asked for my help. Trust me on this. As Leopold struts across the room Charlie shakes his head and spontaneously begins to hum Sousa's Stars and Stripes March. Leopold becomes more and more agitated. As the song crescendos: LEOPOLD That's enough! Really! You walk. Charlie hops up, casually walks around the room and begins to hum a more relaxed version of Stars and Stripes. CHARLIE (between choruses) See? Easy. Relaxed. You try. Leopold begins humming the more casual version of the song and mimics Charlie. CHARLIE That's better. Now, try to enjoy your walk. It's a beautiful day. The sun is shining, the peasants are singing. INT. LIVING ROOM - DAY VOICE OVER: Charlie and Leopold joyously singing The Stars and Stripes. As the song builds: Charlie enters leading Leopold throughout the room. Leopold matches Charlie EXACTLY step by step so tightly they appear to be one person marching happily about. CUT TO: EXT. N.Y.C. - DAY Chinatown, Little Italy, chess in Washington Square Park. EXT. WASHINGTON SQUARE PARK - DAY Leopold and Charlie explore the city. Leopold works diligently on his walk. A beautiful woman walks by in a revealing outfit. Charlie catches Leopold watching her and smiles broadly. CHARLIE Interesting? Leopold, caught leering, turns away sheepishly and smiles. Charlie pats Leopold on the back. Stops. Pats his back again. CHARLIE What the hell is that? LEOPOLD What? CHARLIE Leopold, are you wearing a corset? LEOPOLD Naturally. Cracking up, Charlie good-naturedly puts an arm around Leopold's shoulder. Leopold attempts the same pulls away. INT. BLOCKBUSTER RECORDS - NIGHT With a headset on, Charlie listens to music. Leopold watches. CHARLIE What'd ya say was the name of this number? LEOPOLD Tchaikovsky. Waltz of the Flowers. CHARLIE (deadpan) Pretty. Charlie stops the music and places a headset over Leopold's ears. Leopold watches calmly. Charlie selects a song. Instantly, Leopold's shoulders rise up to his ears. His mouth opens wide. CHARLIE Megadeath. High Speed Dirt. After a bit, Charlie turns the music off. Leopold's shoulders go down but his mouth stays wide open. Astonished. EXT. CENTRAL PARK - DAY Charlie and Leopold walk through the park. A rubber softball hits Leopold squarely on the head. LEOPOLD What in the world...? A couple race over. The man is BLACK. The woman is WHITE. Their child, ELIZABETH, 7, follows wide eyed and apprehensive. MAN Sorry! We're so sorry. Are you hurt? WOMAN She's another Babe Ruth. We had no idea. Are you okay? Leopold regards them curiously. WOMAN What do you have to say for yourself, Elizabeth? ELIZABETH I'm sorry! Leopold stares hard at the modern familial scene. He doesn't speak. After a long moment: LEOPOLD Is this your child? MAN Yes. Charlie braces for the worst. The little girl stares at Leopold. LEOPOLD I see. WOMAN C'mon honey, lets go. ELIZABETH I want my ball. LEOPOLD Just a moment! (bending down to Elizabeth, firmly) Pick a hand. She picks his right hand. Nothing. She picks his left. Nothing. Leopold looks surprised then pulls the ball from his ear. She takes the ball and smiles at him. LEOPOLD My mother's name was Elizabeth. (then to her parents) She's a beautiful child. You're very lucky. MAN What do you say, Elizabeth? Elizabeth makes an embarrassed face. MAN Thank you. Charlie and Leopold continue through the park, Leopold lost in thought. Charlie watches him in surprise. They walk on. INT. DINING ROOM - NIGHT Leopold talks animatedly. On the table -- Pumpkin pies, pizza pies, and pot pies. LEOPOLD I understand pumpkin pies, pizza pies, and pot pies. But I wish someone would explain Eskimo pies. He eats a large spoonful of pudding. Kate and Charlie exchange a worried look. LEOPOLD You smoke Camel's, you wear Old Spices, and you drink Mountains Dew. It's revolting. (to Kate) The pudding tonight is excellent. Another thing I've noticed, everyone is in a great rush today. Instant Oatmeal, Instant Coffee, Speed Stick, Minute Maid. You'll find there's much to be said for moderation and languor. He eats another spoonful. LEOPOLD Mmmm. Is it tapioca? KATE It's margarine. LEOPOLD (taking the spoon out of his mouth) It's marvelous. CHARLIE Well, I'm off. KATE Me too. Work to do. Where are you going? CHARLIE I'm meeting everyone over at Caffeine. It's this coffee house we go to. KATE Say hello to Dennis for me. LEOPOLD Who is that? CHARLIE Dennis is this really good looking friend of mine who doesn't know Kate's alive because SHE doesn't know how to flirt. KATE As a rule I don't like to associate with really good looking people. It makes me feel really... I don't know... Smart. But Dennis is a nice guy. CHARLIE And he always picks up the check. LEOPOLD Sounds enjoyable. I shall join you. CHARLIE What? KATE That's a wonderful idea! Leopold mentioned how he wanted to meet... People of quality was it? CHARLIE Ahhhhh? LEOPOLD If you'd rather I didn't go... KATE Nonsense! Charlie, you don't want to hurt Leopold's feelings. He's going to think you don't want him to go. CHARLIE Oh it's not that. It's just that it's sort of a vulgar crowd, is all. I'm not sure you'd have such a good time. LEOPOLD A little ribald humor? I'm not as big a stick in the mud as you might think! I'd enjoy a gay night out, kicking up my heels. There is an awkward pause. Leopold is so enthusiastic and sincere that despite a feeling of disaster Charlie relents. CHARLIE Finish off your Parquet and we'll go. Charlie gives Kate a look of death as we: CUT TO: EXT. CAFFEINE - NIGHT Charlie and Leopold approach Caffeine, a trendy coffee house. Charlie looks in the window. CHARLIE There they all are. Now one more thing. Throw the words "like" and "you know" into a sentence whenever possible. It's how people talk today. LEOPOLD Proper speech does not cease to exist simply because it is ignored. CHARLIE Please? LEOPOLD Charles, you needn't fret. I have the walk down pat. I will not give myself away. Like. CHARLIE (looking in the window) Oh shit! (correcting himself) Shoot. LEOPOLD What is it? CHARLIE Patrice. See that girl? The blonde one? She's so inconceivably hot. INT. CAFFEINE - NIGHT Patrice, a tall blonde sits at a large round table, talking. She is very beautiful. EXT. CAFFEINE - NIGHT LEOPOLD She's very pretty. CHARLIE She's mine. LEOPOLD Congratulations. CHARLIE Ok not exactly mine. But I saw her first. LEOPOLD I understand. CHARLIE Okay. I guess we should go in. I don't suppose we could tell everyone you don't speak English? LEOPOLD Of course not. Let's go inside. Leopold walks his casual walk inside, followed by a very reluctant Charlie. INT. CAFFEINE - NIGHT Charlie's friends are sitting at a table talking. They are a relaxed and friendly group. Charlie and Leopold approach. ALL (ad lib greetings) Charlie! Where've you been? etc. CHARLIE Hi. Uh everyone, this is my friend, Leo. BILL Hey. LEOPOLD Hey. DENNIS Waz up? LEOPOLD Waz up? PATRICE How are ya? LEOPOLD How are ya? CHARLIE (after a beat) Leo's staying with us for a while. Charlie pulls out a chair for Leopold but Leopold sits next to Patrice instead. Patrice takes out her cigarettes. LEOPOLD May I? PATRICE Help yourself. Leopold takes a cigarette, lights one for Patrice, then his own. LEOPOLD Thank you, my dear. CHARLIE (at a loss) Um?... (all look at Charlie) ...I have nothing to say. LEOPOLD You did not tell the truth about Patrice, Charles. DENNIS AND BILL CHARLES?? CHARLIE What did I tell you, LEO? LEOPOLD He informed me you were inconceivably HOT, but I think you're lovely. Exceptionally lovely. PATRICE Thank you, Leo. CHARLIE (to the waitress) Check please. INT. SUBWAY - NIGHT The subway car is inhabited solely by Leopold, Charlie, and the oldest Ukrainian woman in New York City. Despite the fact that the train is empty, they are all seated on the same bench. Charlie stares straight ahead refusing to even look at Leopold. The Ukrainian woman hangs on every word. CHARLIE Just drop it Leopold. LEOPOLD But Charles, it is so ridiculous. I am not interested in her. CHARLIE Hah! LEOPOLD In any case the problem is not with me but with you. (quietly) You have no idea what it takes to go about courting a woman. From what I've witnessed tonight, it is symptomatic of your entire generation. CHARLIE (almost speechless) You are some piece of work, Leopold. LEOPOLD Now I do not wish to get personal... Charlie bursts into ironic laughter and looks at the old woman. She rolls her eyes. LEOPOLD But you have been of great assista