"In writing fiction, the more fantastic the tale, the plainer the prose should be. Don't ask your readers to admire your words when you want them to believe your story." - Ben Bova [ more quotes ]

"SILVERADO"

Screenplay by

Lawrence Kasdan and Mark Kasdan

PRODUCTION DRAFT



FADE IN:

INT. SHACK - DAY

Darkness. Quiet. The CAMERA MOVES through the gloom of the
small, dirty, wooden hut, past a broken table, over a well-
worn saddle lying on the floor. Now, a pair of boots standing
empty by the rotting remains of a rough-hewn bunk, up to a
holstered gun hung on the corner of the bed. The still shape
of a man, a bedroll his only protection from the splintery
planks. This is EMMETT, fast asleep.

The door of the shack bursts inward as a Gunman crashes in.
For a moment he is silhouetted against the blinding morning
light, his two six-guns blasting even before the door has
bounced shut behind him, returning the hut to darkness.

Emmett's holster, the gun gone.

The gun is here in Emmett's hand, erupting now with three
quick explosions. The intruder flies against the far wall of
the hut and lands on the floor dead. From outside, two bullets
pierce the plank wall behind Emmett, light streaming through
in .45 calibre shafts.

Emmett is out of the bunk and on the floor. He fires once
over the bunk. In the moment of quiet that follows, we hear
running FOOTSTEPS outside the hut. Emmett follows their
progress with the point of his gun, but holds his fire.
Suddenly a shotgun blasts a large hole in the roof of the
shack, and the table disintegrates in a new column of light.

Emmett glances upward, but quickly returns his attention to
the side walls, trying to follow that gunman. Now more fire
comes from there and more footsteps. Another shotgun blast
showers Emmett with debris, but he ignores it, concentrating
on the walls.

WHAT HE SEES. The Man Outside moves quickly past a crack in
the wall, momentarily revealing his spot by blocking the
light. Emmett fires once ahead of him, stopping his progress
and forcing him back to the crack. Emmett fires his last
shot there, and the man outside goes down hard.

The shotgun rips another jagged hole in the ceiling and blows
a crater in the dirt by Emmett's foot. The shape of a man
flashes across the new hole. Emmett looks across the room at
the top bunk, where the barrel of his Winchester protrudes a
few inches from the bare planks. Emmett throws his empty six-
gun noisily into the far corner of the hut. Instantly the
man on the roof blasts away in that direction.

Emmett dives for the bunk. With the tips of his fingers, he
pulls hard on the muzzle. The Winchester flips full circle
into the air as the bunk behind it is shredded from above.

With an odd kind of inevitability, as though seeking its
rightful place, the Winchester arcs into a shaft of light,
where it is met by Emmett's steady, waiting hands. Before it
has even settled, he has cocked and fired twice through a
hole in the roof. Emmett stops and lowers the carbine. The
Man on the Roof falls spread-eagled through the weakened
ceiling. Debris and sunlight shower his lifeless form.

Emmett listens, moves silently to the door, and opens it
carefully. WE FOLLOW him outside, out into the bright
sunlight, into the awesome promise of the American West.

EXT. SHACK - DAY

Emmett moves warily around the isolated shack. There are no
more attackers. He looks off into the distance. Two riderless
horses, galloping away, are the only moving things in the
empty landscape. A third saddled horse, a pinto, stands
nervously near Emmett's horse, which is tied to a stake.

Emmett walks to the body of the Man Outside and looks down
at him. He doesn't know him. He moves to the pinto and calms
it. He examines the distinctive brand on its flank, a circle
with two wavy lines beneath it. Emmett is clearly mystified.
He rests his arms on the saddle and stares after the
retreating horses.

THE MAIN TITLE BEGINS.

EXT. EMMETT RIDES (VARIOUS SHOTS) - DAY/NIGHT

Emmett travels, the saddled pinto in tow. He moves from high
mountain terrain down-country, through meadow and canyon. He
makes night camp near a rushing stream. The land flattens as
he approaches the desert. The sun beats at him as he dismounts
at the edge of a white-hot plain. He takes a short pull from
his canteen and squints off across the flat, empty space.
All he can see ahead is blinding sand and blue sky.

THE MAIN TITLE ENDS.

EXT. DESERT (SERIES OF SHOTS) - DAY

Emmett is now surrounded by the white blankness, moving slowly
under the broiling sun.

He stops his walking horses and squints out into the distance,
seeing something. We see it too, but just barely: a distant,
horizontal smudge on the glaring sand.

Emmett reaches the smudge. It is a man, barefoot and dressed
only in longjohns, his head propped on a rock, eyes closed.
The man's skin is burned red and beginning to blister, his
lips parched. Yet there is a curious ease to his repose. If
he has lain down here to die, he has done it in peace. This
is PADEN.

Emmett lifts Paden's head and puts the canteen to his lips.
Paden's eyes struggle to open in the glare. He takes a few
sips of the water. His lips crack with a slight smile at the
taste. He looks up at Emmett, takes another sip, and tries
to speak. Emmett must lean down to hear his raspy whisper as
he tries again.

PADEN
Pleased to meet you.

EXT. NIGHT CAMP - DESERT - NIGHT

The terrain here is more hospitable. Paden, wrapped snugly
in a blanket, lies with his head against the saddle from the
pinto. Emmett is preparing his bedroll across the fire.

EMMETT
Two of the horses ran off, but that
pinto you're riding hung around.

PADEN
You got no idea what they were after?

Emmett shakes his head "no".

PADEN
Offend anybody lately?

EMMETT
Not for five years.

Paden understands.

PADEN
Jefferson City?

EMMETT
No, Leavenworth.

PADEN
I've never been in there. They just
jumped you out of the blue?

EMMETT
I had to get up anyway.

PADEN
(smiles)
Me, I'm riding along, minding my own
business. Four cowboys come by and
we decide to ride together for a
while, friendly as can be. I always
figure you might as well approach
life like everybody's your friend or
nobody is... don't make much
difference. We get out in the middle
of that frying pan and suddenly
everybody's pointing their gun but
me. I guess they admired my horse.
She's a great one, a sweet little
bay.

EMMETT
Looks like that's not all they
admired.

PADEN
Yup. The whole rig. I don't care
much about the rest, but I surely
will miss that bay. Least they didn't
kill me. That was right considerate,
I thought. They were laughing when
they left me. Thought it was real
funny. I walked for a little while
but there was no use, so I gave it
up. Figured it was just bad luck.

Emmett comes over and fills Paden's coffee cup.

EMMETT
Looks like those boys are headed
south, so they weren't the same ones
that jumped me. Which way you going?

PADEN
Where's the pinto going?

EMMETT
I gotta stop by Turley and meet a
guy.

PADEN
Where's Turley?

EMMETT
South of here, past Chimayo.

PADEN
Maybe I'll go along as far as Chimayo.
Get me some clothes. Maybe a bath.

EMMETT
Yeah, maybe a bath.

Emmett settles down at his saddle and pulls a blanket over
himself. Paden glances at the rifle in its scabbard on the
pinto's saddle by his head.

PADEN
Is this loaded?

Emmett nods and closes his eyes. Paden smiles at the implied
trust and settles down himself.

EXT. APPROACHING CHIMAYO - DAY

Emmett and Paden, who is still clad only in longjohns, ride
toward the low, adobe settlement of Chimayo.

EXT. ENTERING CHIMAYO - DAY

Emmett and Paden enter the town past a cluster of teepees.
Three Cavalry troopers ride past them.

EXT. STREET - CHIMAYO - DAY

The little settlement is the center of civilization for miles
around. The U. S. Cavalry maintains an outpost here, and
there are many soldiers on the street. Emmett and Paden pull
up to the general store. Paden dismounts and hands his reins
to Emmett. Passersby look with curiosity at the undressed
Paden.

EMMETT
I'll get these horses tended.

Paden nods and looks doubtfully at the store. He scratches
himself. Emmett produces some money and flips Paden a coin.
Paden nods.

PADEN
I'm good for it.

Emmett rides up the street, leading the pinto. Paden starts
toward the store and nearly collides with a shocked woman,
who covers the eyes of the little girl with her and crosses
the street. Paden gives an apologetic tip to his non-existent
hat as he watches them go. Before he can turn back to the
store, his eye is caught by something up the street. He reacts
big.

WHAT HE SEES. His horse, a good-looking bay. And, dawdling
his way out of a saloon, a disreputable-looking Cowboy.

Paden's hand slaps his side, where his gun should be. He
grimaces and looks around desperately, then hurries into the
store.

INT. STORE - DAY

The lone CLERK is showing a woman customer a bolt of cloth
at the back of the store. Paden hurries in and makes a bee-
line to the display case holding handguns and ammo. He spots
something he likes and taps the glass impatiently. The Clerk
reacts with distaste to Paden's appearance.

PADEN
Excuse me, there --

CLERK
I'll be with you in a moment, sir.

Paden looks out the front window, up the street. The Cowboy
is untying the bay's reins.

Paden, more agitated now, glances back at the Clerk, then
moves around and opens the back of the display case. He
extracts a shiny, new Colt .45. The Clerk reacts with alarm
and moves toward Paden.

CLERK
Just a minute there, fella. When I'm
done with this lady --

PADEN
I'll take this one.

He drops his coin on the case top.

CLERK
(looking at coin)
That one's twenty dollars.

Paden is frustrated. He leans to peer out the window again.

PADEN
How much to borrow it?

CLERK
These guns are for sale.

PADEN
(indicates his coin)
What can I get for that?

The Clerk gives up on putting him off and comes around the
display case, disgruntled.

EXT. IN FRONT OF SALOON - DAY

The Cowboy mounts the bay.

INT. STORE - DAY

Paden holds a broken-down memory of a gun as though it were
a cow chip.

PADEN
(resigned)
What's it take?

The Clerk holds up a box of shells.

CLERK
This is extra.

Paden snatches it from his grasp and heads out of the store.

PADEN
I'll be back.

EXT. STREET - DAY

Paden hurries out into the middle of the street. Several
passersby stop to look at him. A teenage girl lets out a
delighted shriek.

IN FRONT OF THE SALOON. The Cowboy has turned the bay into
the middle of the street and now looks to see what all the
fuss is about. When he makes out Paden standing alone, his
expression changes.

Paden is having trouble extracting a shell from the ammo
box. He glances up the street at the Cowboy and sees that he
has been spotted. He shakes one shell loose and drops the
box, trying to insert the bullet in the gun.

The Cowboy pulls his six-gun, leans forward, and spurs the
bay hard toward Paden. He raises his gun and fires at Paden.
There is general alarm in the street as the bystanders dive
for cover.

Paden gets the shell loaded as the Cowboy bears down on him,
firing. The bullets kick up the dust in front and back of
Paden, who now raises his pistol slowly. A bullet tears
through the floppy material at his crotch. The Cowboy is
almost upon him when Paden fires. The Cowboy is knocked off
the horse and hits the street dead.

OMIT

EXT. STREET - DAY

A big, tough Cavalry SERGEANT has been summoned by a TROOPER
and now walks briskly toward --

A small crowd gathered around Paden, who is affectionately
stroking his reacquired horse. Two troopers flank him
suspiciously. The Sergeant glances at the body of the Cowboy,
then pushes through the crowd and confronts Paden.

TROOPER
(indicating Paden)
This is the man, Sergeant. He claims
the animal was stolen.

SERGEANT
How do I know this is your horse?

The bay nuzzles Paden.

PADEN
Can't you see this horse loves me?

SERGEANT
I had a gal do that to me, but that
didn't make her my wife.

PADEN
I'll tell you what, on the underside
of this saddle I got my name
scratched. Take a look and you'll
see.

SERGEANT
Oh, yeah, and what would your name
be?

SHERIFF COBB (O.S.)
Paden.

The Sergeant and Paden both look to see COBB come through
the crowd; he is an imposing man in a duster. Paden's reaction
is deep and mixed, a whole chapter in his life coming back
at him.

PADEN
(quietly)
Hello, Cobb.

SHERIFF COBB
Hello, Paden. How ya doing?

SERGEANT
You know this man, Cobb?

SHERIFF COBB
I surely do.

SERGEANT
(to troopers)
Let's see that saddle.

One of the troopers uncinches the saddle and flops it upside-
down in the dust. "Paden" is scratched on the underside.

SERGEANT
(satisfied)
All right, move along, folks. Get
these children out of here.

The crowd begins to break up. Paden and Cobb are left facing
one another. Cobb takes in Paden's longjohns.

SHERIFF COBB
I see you're prospering without me.

PADEN
It's been a while.

SHERIFF COBB
Where's the dog?

Paden's look pierces Cobb, but he bends to pick up his saddle
and when he straightens, there is a smile on his face.

OMIT

EXT. SIDEWALK - DAY

Cobb and Paden come out of the general store and start down
the sidewalk. Paden is a little unsteady in a pair of cheap
boots. A small pile of clothing is in his arms. On his head
is a bad-looking new hat. He catches his reflection in a
window and tries to give the hat a rakish tilt.

PADEN
Appreciate the loan. I'm good for
it.

SHERIFF COBB
Let's talk about that.
(a beat)
I'm looking for some men.

PADEN
I've given that up.

SHERIFF COBB
So have I. I've got a legitimate job
now. I can use a guy like you.

PADEN
(doubtful)
You've got a legitimate job.

SHERIFF COBB
Yes, sir. You wouldn't believe it.

PADEN
You're right.

Cobb stops and faces Paden.

SHERIFF COBB
This is mighty sweet, Paden. I think
I finally found my place in the world.

PADEN
Well I'm real happy for you, Cobb.
But I think I'll keep looking for
mine.

KYLE, a tough associate of Cobb's, hurries up to them.

KYLE
(to Cobb)
He's getting out.

Kyle goes back up the street.

SHERIFF COBB
(smiling)
C'mon, this'll interest you.

Cobb moves off after Kyle. Paden watches a moment
thoughtfully, then follows.

EXT. STOCKADE - DAY

Kyle is digging into a saddlebag on one of three saddled
horses at the gate of the stockade. Trooper guards flank the
entrance. Cobb comes up and stares at the gate. Paden reaches
the end of the sidewalk and leans against a post, watching.

The heavy gate is opened and a jailkeep steps out into the
sunlight; he looks back into the gloom. TYREE comes out,
wearing civilian clothes, shackled hand and foot. He's mean.

The jailkeep unlocks Tyree's irons and steps back, a little
too quickly. Tyree nods at Cobb and a smile slits his face.
Kyle comes up and hands Tyree his holster. Tyree buckles it
on and bends to tie it to his thigh.

SHERIFF COBB
Look who's here, Tyree. It's our old
riding buddy.

Tyree looks up and straightens slowly at the sight of Paden.
No love lost. Cobb, standing between them, grins and then
laughs. He takes the reins of his horse from Kyle and swings
up.

SHERIFF COBB
I invited Paden to join us, but he's
not having any.

Kyle and Tyree mount up. Tyree looks down at the longjohned
Paden with a sneer.

TYREE
(like a knife)
Where's the dog?

The three head out of the village, passing Paden.

SHERIFF COBB
(to Paden)
You owe me thirteen bucks.

Cobb spurs his horse and the three gallop away in the dust.

PADEN
(to himself)
Thirteen... bad luck.

EXT. RESTAURANT/SIDEWALK - DAY

Emmett and Paden come out of a restaurant. Paden is now bathed
and fully dressed for the first time and he looks quite
different, better. The old gun he purchased is stuck in his
belt. Three horses -- Emmett's, the pinto, Paden's bay --
are tied to the post in the street.

Paden is fussing with his new, cheap hat. Emmett takes a
close look at Paden's bay.

EMMETT
I see what you like, she's mighty
pretty.

PADEN
And bridle-wise, too. She's the only
thing I lost I really cared about.
(he messes with his
hat, disgruntled)
'Cept for maybe my hat. It's a great
one. Got a pretty silver band on it.
My head spent three years training
it.
(frowns at his new
hat)
I surely do miss that hat.

Emmett gives him an amused look; this sounds kind of familiar.
Emmett unties his two horses.

EMMETT
I gotta be going.

PADEN
Going to Turley, was it?

EMMETT
(nods)
Gotta meet a guy and head out for
Silverado.

Paden takes the excess reins of the bay and begins idly
slapping them around the post, distracted. Emmett swings up
to his horse.

PADEN
What's Turley like?

EMMETT
(he doesn't make
distinctions)
It's a town...

PADEN
They got a saloon there?

EMMETT
I expect.

PADEN
Women?

EMMETT
I expect.

Paden takes a long time looking around the village's main
street. It doesn't look promising. Emmett regards him with
growing bemusement. Finally --

EMMETT
Maybe you want to ride along with me
as far as Turley.

Paden lights up slightly at the suggestion. He looks up at
Emmett. This is how Paden makes his decisions these days. He
seems to be digesting it slowly.

PADEN
Maybe... I'll ride along... as far
as Turley.

Emmett nods and turns his horses into the street. Paden mounts
up and follows him.

EXT. TRIP TO TURLEY (SERIES OF SHOTS) - DAY

The two men, leading the pinto, make their way through desert
country to Turley.

EXT. EDGE OF TURLEY - DAY

Near the corrals at the end of the main street of the small
town of Turley, a small WAGON TRAIN is loosely formed up,
waiting. The settlers from the wagon train mill about. Several
regard Emmett and Paden with unusual interest as they ride
by on their way into town.

One of the Settlers is a lovely young woman. She glances at
the two men, then returns her attention to her wagon. Both
Emmett and Paden notice her. She is HANNAH.

EXT. MAIN STREET - TURLEY - DAY

A tall gallows is being constructed in the middle of an
intersection. Emmett and Paden look it over as they ride
past. Two workmen pause in their labors and look them over.

EXT. SALOON/HOTEL - TURLEY - DAY

This is the busy part of town. Amidst the street traffic and
pedestrians sits a wagon with three Settler men, who watch
Emmett and Paden's arrival with enormous interest. As the
two travelers hitch their horses in front of the saloon, the
oldest man, HOBART, approaches them with some agitation.

HOBART
(yelling)
Baxter, Hawley, where the hell have
you been? You're late! And I'll tell
you, I don't like it. It's a bad
start, boys.

Emmett and Paden exchange looks.

HOBART
I've got my people sitting down
there...
(indicates end of
street)
...swatting flies and raring to go.

EMMETT
I'm afraid it is a bad start, friend,
'cause my name isn't Baxter, and he
ain't Hawley.

HOBART
You're not Baxter?

EMMETT
My name is Emmett.

HOBART
(to Paden)
And you're not Baxter, either?

PADEN
No, I'm not Hawley.

HOBART
Well, god-dammit! God-dammit!

Hobart turns and looks across to the other Settler men. He
yells.

HOBART
They ain't Baxter and Hawley! Where
the hell are Baxter and Hawley!

All this commotion has attracted some attention and amusement
from passersby.

BAXTER (O.S.)
Quit your yelling, old man. We're
right here.

Hobart looks around to find two tough-looking men on horse-
back behind him -- BAXTER and HAWLEY.

HOBART
Who you calling an old man?

Baxter gets down from his horse and smiles, friendly for
him.

Emmett and Paden watch with interest.

BAXTER
(offers his hand)
Calm down, Mr. Hobart. I'm Nord
Baxter. That there is my partner,
Tom Hawley.

Hobart takes his hand grudgingly. He's glad they showed up.

HOBART
(gruff)
You're late. It's a bad start, boys.

BAXTER
(grinning)
Yes, sir. We'll just have to get you
people to Silverado that much quicker.

Emmett and Paden have continued to watch. Now Hawley looks
over at them suspiciously.

HOBART
All right. Let's get going.

BAXTER
You remember my letter, don't you,
Mr. Hobart? Half now and half when
we get there.

HOBART
(remembering, impatient)
I remember, I remember. C'mere.

Hobart, Baxter, and Hawley move to the wagon, where the two
other Settlers wait. The younger of the two, CONRAD, eyes
the guides suspiciously. Hobart speaks to the third man, a
huge, bearded fellow called EB. Eb sits upon a strongbox in
the bed of the wagon, an awesome blunderbuss in his arms.

HOBART
Open the box, Eb.

Eb stands, unlatches the strongbox, and opens it, revealing
an impressive cache of coins and paper money. Hobart extracts
a pouch of coins and hands it to Baxter, who pockets it.

CONRAD
Don't you want to count it?

BAXTER
Not at all, friend. We trust you.
Now let's get this train on its way
to Silverado.

Emmett and Paden watch the other five men head in the
direction of the wagon train. Paden looks over at Emmett.

INT. SALOON/HOTEL - DAY

At the back of the big room is a registration desk for the
hotel and stairs to the rooms. Emmett and Paden are eating
near a table of three Tough Men. Emmett is questioning a
WAITRESS, and his questions are making her nervous.

EMMETT
...He's about my size, energetic
young fella, wears two guns in a
fancy rig. He'd be a stranger here.

WAITRESS
(moving away quickly)
I don't know him, I told you. I ain't
seen nobody.

Paden, munching on a biscuit, has noticed something out in
the street; he gets up and walks to the entrance.

EXT. SALOON/HOTEL - DAY

WHAT PADEN SEES. The wagon train is moving by. Paden's
attention is drawn to the seat of one of the wagons. Hannah,
the lovely settler woman, is there; sitting beside her in a
husbandly manner is Conrad. Paden is interested enough in
the pretty girl that he barely registers a new arrival at
the saloon's hitching post. The newcomer takes his saddle-
bags and a Henry .44 rifle from his horse and comes up into
the saloon.

INT. SALOON/HOTEL - DAY

The newcomer is a lithe, strong, black man -- MAL. He has no
other weapon besides the rifle. Mal looks around the room
and walks wearily to the registration desk, although there
is no one behind it. He RINGS a bell for service.

At the sound of the bell several of the patrons look up and
spot Mal for the first time. The three Tough Men are instantly
displeased at the sight of the black man. Paden, returning
to his meal, notes their attitude and glances over at Mal.

Mal leaves his saddlebags at the registration desk, but takes
the rifle as he walks across to the bar. The nervous Waitress
is working there. The sight of Mal only adds to her agitation.

WAITRESS
(cold)
What do you want?

MAL
(friendly, tired)
I haven't had a drink of whiskey or
slept in a bed for ten days. Give me
a bottle.

The Waitress hesitates, uncertain. She places a shot glass
and a bottle on the bar beyond an elaborate, brass, nude
statuette whose upraised arms hold dishes full of hard-boiled
eggs. Mal has leaned his rifle against the bar and must now
move a few steps to stand before the whiskey.

The three Tough Men exchange looks as Mal uncorks the bottle
and slowly, lovingly fills his shot glass. He puts the bottle
down and regards the glass for a long moment of pleasant
anticipation. Mal's hand has started for the glass when the
saloon's PROPRIETOR appears from a back room.

PROPRIETOR
(sharply)
Hey! What are you doing, buck?

Mal draws his hand back and straightens slightly. A different
kind of weariness comes into his face.

MAL
Having a drink.

PROPRIETOR
No, you're not. Get out of here.

The Proprietor shoots the Waitress a withering look; she
shrugs helplessly and hurries away. At the tables two of the
three Tough Men quietly rise and separate, moving toward the
two ends of the bar. Emmett and Paden watch.

MAL
(flat)
I haven't had a drink of whiskey or
slept in a bed for ten days.

PROPRIETOR
You ain't getting them here.

MAL
(gravely)
I'm real sorry to hear that.

At this, the First Man steps forward quickly, snatches Mal's
rifle, and slides it down the bar. Mal looks across the
distance at his only weapon.

PADEN
(quietly, to Emmett)
Doesn't look quite fair.

EMMETT
(watching carefully)
Which way do you mean?

The Second Man lurches up to the bar and pins Mal's arms
behind him. The First Man moves quickly, cocking back his
arm for a punch square in Mal's face. As the blow is
unleashed, Mal bends forward with terrific speed and force,
pulling the Second Man onto his back. The Second Man's face
is suddenly where Mal's was an instant ago, and the First
Man's punch lands hard on it. Mal slams the Second Man's
back against the edge of the bar; he falls to the floor. Mal
blocks a blow from the First Man and steps in with a flurry
of body blows.

Back at the Tough Men's table, the Third Man pushes back his
chair as if to rise. Emmett has just picked up a chicken
leg; now he waves it ever so slightly at the Third Man: "Stay
out of it". The Man looks at Emmett and Paden, then settles
back into his seat.

Mal sends the First Man crashing down through a table with a
final blow. He turns in time to see the Second Man, back on
his feet, grab Mal's whiskey bottle and break it against the
bar. Mal looks for a frustrated moment at the splashing
whiskey -- what a waste. The Second Man lunges with the sharp
glass. Mal lifts the heavy statuette easily with one hand
and uses its upraised arms to catch the Man's wrist and twist
the bottle painfully from his grasp. Mal's other hand hits
the Man once in the throat, and he is down.

The Proprietor rises from behind the bar, a sawed-off shotgun
in his hand. Mal spins, swinging the statuette brutally
against the Proprietor's arm. The shotgun clatters to the
floor as the Proprietor recoils in pain, crashing into a
shelf of glasses. The fight is over.

Suddenly, standing in the doorway holding a leveled gun is
an enormously tall figure -- SHERIFF LANGSTON. Dressed rather
elegantly in suit and bowler, he dwarfs the man at his side,
DEPUTY KERN. He surveys the scene as the three injured men
stir back to life. When he speaks, it is, surprisingly, with
a British accent --

LANGSTON
What's all this then?

PROPRIETOR
This nigger's breaking up my place,
Sheriff Langston.

LANGSTON
I don't like that word much, Carter.

PROPRIETOR
We don't serve them here and you
know it. I asked him to leave and he
went crazy on us. He owes me money
for this damage.

LANGSTON
Is that a fact?

EMMETT
'Fraid not, Sheriff. These other
fellas started the ruckus.

Langston's attention focuses on Emmett and Paden.

LANGSTON
There are three strangers in this
room, traveller, and these gents you
are accusing aren't them.
(to Mal, indicating
Emmett and Paden)
Are these your friends?

MAL
(shakes his head "no")
I wanted a drink and a bed. I guess
I came to the wrong place.

LANGSTON
(taking in the mess)
Came to the wrong town. I don't
tolerate this kind of thing. It's
hard on the peace, and it's hard on
the furniture. Now, knowing a bit
about Carter here, I'm going to let
you go without paying for the damages.
But go you will, and I mean now.

MAL
Is there a place in town that takes...
my kind?

LANGSTON
You misunderstand. I want you out of
town. In fact, I want you all the
way out of my jurisdiction.

MAL
(seething)
That ain't right.

LANGSTON
I decide what's right in this
jurisdiction. Now move.

Mal glares at Langston and, finally, moves. He takes his
rifle from the bar, then walks over, picks up his saddlebags,
and slings them over his shoulder. He is almost to the door
when he stops, turns, and walks slowly back to the bar. The
shot glass full of whiskey has miraculously survived the
fracas. Mal brings it to his lips and swallows with
satisfaction. He turns and goes out the front door. Langston
motions to Deputy Kern to follow and witness Mal's departure.

Langston turns and looks at Emmett and Paden as he slowly
uncocks his revolver and holsters it.

PROPRIETOR
Who's going to pay for all this,
Sheriff?

LANGSTON
Don't press your luck, Carter.

Langston moves to Emmett and Paden's table and pulls up a
chair. He lifts the last biscuit from a basket. He takes a
fastidious bite.

LANGSTON
Now let's talk about you chaps.

PADEN
We'd rather stay.

LANGSTON
We'll see about that. I'm Sheriff
John Langston. As you may have
guessed, I am not from these parts.

PADEN
You're kidding.

LANGSTON
(ignoring that)
But the good citizens of Turley have
taken me in their embrace, and for
one simple reason. I maintain the
peace. So when strangers come to
town, I always ask them their
business. Have you come for the
hanging?

EMMETT
("no")
I'm just meeting a guy here and moving
on. So far I haven't been able to
find him.

LANGSTON
In my town, when you're looking for
someone, you ask me.

EMMETT
All right. I'm looking for a young
fella, full of juice. About my size,
wears a fancy two-gun rig.

Langston takes a long time reacting to this information. Now
he slides his chair back a foot, giving his gun hand a little
more room.

LANGSTON
I know where that gentleman is.

OMIT

INT. CELLBLOCK - EVENING

A lean, young man is bouncing around his cell, playing hacky
sack, keeping a small, leather, bean bag from falling to the
floor by kicking it with his bare feet. This is JAKE.

Langston opens the door to the cellblock and speaks over his
shoulder to Emmett and Paden, who have removed their guns.

LANGSTON
Now I want everyone to behave himself.

At the sight of Emmett, Jake's face lights up. And then he
does an extraordinary thing: with one long stride he is across
the cell and into the air; he hits the bars halfway up and
clings like a monkey. Paden reacts as if he is one.

JAKE
Emmett! Am I glad to see you!

EMMETT
(touching him)
Howdy, Jake. What's going on here?

JAKE
You got me. This is a crazy town,
Emmett. I think we ought to get out
of here.

Jake lowers himself and darts about as he talks.

JAKE
All I did was kiss a girl.

EMMETT
(skeptical)
That's why they got you in jail?

JAKE
Yeah, I kissed a girl and this guy
didn't like it and we had some words,
so I decided to get out of there.

Jake looks at Emmett as though that should make it perfectly
clear. Emmett waits.

JAKE
So I did, I got out of there, I don't
want no trouble. You know me.
(indeed, Emmett does)
So I walked out on the street and
the fella tried to shoot me in the
back.

EMMETT
...And you had to kill him?

JAKE
No, no, no! I winged him, and he
dropped his gun.

EMMETT
You're in here for winging a guy?

Paden watches, fascinated.

JAKE
Well, no, not exactly. See then his
friend opened up on me.

EMMETT
What friend is that?

JAKE
The one with the shotgun.

LANGSTON
The dead one.

There is a long moment of silence in the cellblock.

EMMETT
Jake, I'm going to ask you once --
was it self-defense?

JAKE
(after a moment,
quieter now)
Honest to God, Emmett, he would've
killed me.

LANGSTON
The jury saw it differently.

PADEN
(putting it all
together)
So this is the guy you're going to
hang?

LANGSTON
Tomorrow morning. Ten o'clock.

PADEN
(nods)
I was afraid of that.

Emmett steps back and leans against the opposite wall, looking
down at his boots.

JAKE
Emmett, can't you help me?

Emmett looks up at the young man. He looks sad.

EMMETT
Jake, you know the law. You know
what they did to me.

Jake remembers. It makes him gloomy.

EMMETT
Blind Pete always said you'd hang.

Jake's eyes flick over Emmett, but his expression doesn't
change.

EMMETT
I guess tomorrow at dawn he'll be
proved right.

LANGSTON
Ten A.M.

EMMETT
Right... I thought they always did
it at dawn.
(to Jake)
So long, kid. I'm sorry.

Emmett walks out. Jake watches as the other two follow.

EXT. STREET - NIGHT

Emmett and Paden walk along the sparsely populated sidewalk.
They are quiet for a few moments. Finally --

PADEN
Shame about the kid. Seems a lively
sort.

EMMETT
(morosely)
He is that.

PADEN
I hate to see any man swing. Bad
luck.

EMMETT
Bad luck for me. Now I gotta bust
him out of there.

Paden stops. Emmett has moved a couple more steps before he
notices and turns back to Paden.

PADEN
You'll have to deal me out on that.
I've had some experience with that
sort of thing, and I don't want any
more.

EMMETT
I understand.

PADEN
It's not going to be easy.

EMMETT
It never is. But he's my brother.
(Paden reacts)
We're going to California together.
But first we're going to stop in
Silverado and see our sister. And I
can't show up there with a story
like this.

Paden nods. He is sympathetic.

PADEN
Then I guess this is where we part
ways. Sorry.

EMMETT
No hard feelings.

PADEN
C'mon, I'll buy you a drink.

EMMETT
You haven't got any money.

PADEN
All right, you buy me a drink.

They cross the street toward the crowded, noisy saloon.

PADEN
You know, a good smelly saloon is my
favorite place in the world.

INT. SALOON/HOTEL - NIGHT

This is the busiest place in town, really packed. Emmett
heads for a spot at the bar, but Paden, who is taking in the
scene with relish, stops in his tracks, staring across the
room.

WHAT HE SEES. Through the moving jumble of bodies and the
heavy smoke, Paden's hat with its silver band, floating atop
an unseen head at a poker table.

Paden adjusts the old gun stuck in his belt and goes in that
direction.

At the table a heavy game is in progress. An UGLY COWBOY is
wearing Paden's hat. Paden plants himself across the table
from the man. In seconds, Paden's posture brings things to a
halt. Quiet ripples out across the room. The Ugly Cowboy
looks up and recognizes Paden.

PADEN
You're wearing my hat. What else you
got that's mine?

UGLY COWBOY
I don't know what you're talking
about, mister.

He shifts a little in his chair. His right hand slides off
the table. Bystanders back away. Emmett watches from the
bar.

PADEN
I hope your hand isn't tickling my
bone-handled Colt. If you stand up
real slow and let me see, you might
live through this night.

The Ugly Cowboy hesitates, his eyes darting. He pushes his
chair back slowly and begins to rise as if in compliance.
But now a bone-handled Colt is in his hand, clearing his
holster. Paden is quicker. He snatches his gun from his belt
and fires.

Paden's eyes, squinting through a cloud of gunsmoke, as we
hear the Ugly Cowboy's body CRASH to the floor in his chair.
Paden's glance now darts down at an angle.

WHAT HE SEES. His hat lands on the saloon floor, spins once
on its brim, and settles into stillness like a tossed coin.

Silence in the saloon. Then, in a far corner, the BANGING of
chairs and a door SLAMMING. Paden's gun points that way, but
there is no one there. Only an overturned chair, and an empty
pair of boots -- Paden's.

Paden picks up his hat and walks toward his boots. Emmett
moves to the dead man, unbuckles the gunbelt, and pulls it
free of the body. He picks up the bone-handled Colt and puts
it in the holster, then stops abruptly. We hear the steady
advance of FOOTSTEPS across the saloon floor. Emmett's eyes
follow the off-screen presence.

Paden, seated, is pulling on his newly-regained boots with a
delighted air when a shadow surges up and engulfs him. He
looks up.

Sheriff Langston towers over him.

INT. CELLBLOCK - NIGHT

Paden is brusquely deposited in the cell next to a surprised
Jake by Sheriff Langston and DEPUTY BLOCK.

PADEN
You're making a big mistake.

Langston is not interested. He and Block go out.

JAKE
That's what I told 'em.

INT. SHERIFF'S OFFICE - NIGHT

Deputy Block eyes Emmett, who loiters by the door as Langston
settles himself.

LANGSTON
Maybe I ought to throw you in jail
too. Then you could be with all your
friends.

EMMETT
I haven't done anything.

LANGSTON
I want you out of town before the
hanging.

EMMETT
I'll be long gone.

OMIT

INT. CELLBLOCK - NIGHT

Paden forlornly regards a snoring drunk in another cell as
Jake talks to him.

JAKE
You mean you ain't coming with Emmett
and me?

PADEN
I can't say I'm convinced you're
going anywhere.

JAKE
Sure we are. We're leaving at dawn.

PADEN
I've got no reason to run. It was a
fair fight and there were plenty of
witnesses.

JAKE
(bubbly)
Yeah, that's what happened with me
too.

PADEN
The other guy drew first.

JAKE
(same for him)
Right!

Paden looks a little discouraged, but is still unconvinced.

EXT. GALLOWS - MAIN STREET - NIGHT

Emmett sits up on the new gallows in the deserted
intersection, his legs dangling through the dropped trap
door. Now he begins idly collecting wood shavings into a
little pile.

INT. CELLBLOCK - NIGHT

Paden steps close to the bars that separate the cells and
looks up at Jake, who is dangling at arm's length from one
of the overhead bars in his cell.

PADEN
(whispering)
Your brother seems pretty good, but
it isn't going to be easy getting in
here.

Jake drops down to the floor.

JAKE
He ain't coming in, we're going out.
(motions)
Gimme your belt.

Paden, trying to follow this, unbuckles his belt.

JAKE
Didn't he tell you about Blind Pete?

PADEN
(handing him the belt)
We didn't get that far.

JAKE
Blind Pete taught me a great trick.

Jake grasps Paden's belt by the buckle and snaps it at Paden
with a CRACK, like a lion tamer.

INT. SHERIFF'S OFFICE - DAWN

Deputy Block cheats at solitaire while Langston dozes at his
desk. Now we hear FOOTSTEPS and BANGING outside.

STABLE BOY (O.S.)
Sheriff! Sheriff! Open up!

Block unlocks the door as Langston comes groggily to life. A
STABLE BOY bounces at the door, pointing off.

STABLE BOY
Sheriff Langston, come quick!

He disappears. Langston goes out, calling back to Block --

LANGSTON
Lock this door and don't let anybody
in.

EXT. SHERIFF'S OFFICE - DAWN

Langston hurries up the street after the Stable Boy.

INT. SHERIFF'S OFFICE - DAWN

Deputy Block bolts the front door.

PADEN (O.S.)
(shouting)
Hey! What are you doing, you crazy
kid? Don't do it!

Block draws his six-gun and edges suspiciously toward the
door to the cellblock.

PADEN (O.S.)
Oh, Jesus! Somebody stop him!

Block turns the doorknob and pushes the door open with his
foot, gun ready. He moves into the cellblock.

INT. CELLBLOCK - DAWN

Block moves cautiously to where he can see the cells. A
strange look crosses his face.

Jake is hanging by the neck from the overhead bars, two belts
forming the noose, his head at a disgusting angle from his
body. One foot gives a final twitch and he is still.

PADEN
Cut him down! For God's sake, cut
him down!

Block is confused, uncertain. He doesn't want to go in there.

PADEN
Hurry up! You might be able to save
him!

BLOCK
What for? So we can hang him?

Paden, sincerely desperate now, looks up at Jake, whose face
is turning blue.

PADEN
I think I'm going to be sick... when
I see what Langston does to you when
he gets here.

Block lets it sink in, then takes some keys from his belt.

BLOCK
(to Paden)
You get way back there.

Paden moves back quickly, motioning for Block to hurry. Block
holsters his six-gun, opens Jake's cell door, and goes inside.
He gets up on the cot, pulling a knife from a sheath. He
strains up against Jake's body, stretching to cut the belt.

Suddenly Jake can stand it no longer: he sputters to life,
his long-held breath blasting in Block's face. Block,
startled, stumbles backwards off the cot, raising the knife
threateningly. Jake grabs the overhead bars, swings up, and
kicks Block in the chest. The deputy careens across the cell
and hits the bars. He throws the knife outside the cell and
draws his gun, ready to shoot Jake.

As Block's finger pulls the trigger, Paden's thumb intrudes
between the hammer and the firing pin. Paden has reached
through the bars behind Block to grasp the gun with his right
hand. Now with his left he grabs a handful of Block's hair
and slams the deputy's head hard back against the bars. As
Block slides unconscious to the floor, Paden keeps the gun,
wincingly uncocking it.

PADEN
Got to be real quiet here.

Jake has unhooked himself and is freeing his makeshift noose.
He rubs his reddened neck.

JAKE
(a hoarse whisper)
Right.

EXT. GALLOWS - DAWN

Langston huffs to a stop next to the Stable Boy, his
countenance a picture of outraged befuddlement. He, the Stable
Boy, and just one other surprised citizen are the only
witnesses: the gallows is aflame, burning like a pyre.

Langston considers this phenomenon, a suspicion slowly growing
in his mind.

EXT. SHERIFF'S OFFICE - DAWN

Paden and Jake come out warily. The street is deserted. Paden
straps his holster on; he's glad to have it back at last.
Not as glad, however, as Jake, who seems to have a nearly
religious relationship with his rig, an elaborately tooled,
double gunbelt with two pearl-handled Colts.

JAKE
That's the longest I ever did it.
'Bout bust a gut.

PADEN
(finger to lips:
"quiet")
What now?

JAKE
We wait.

The two men move carefully off the porch and into the street.

A wood stair goes up the outside of the jail to a door. Now,
high behind Jake, Deputy Kern comes out, nightshirt flapping,
cocking the carbine in his hands. He has thumped down five
steps before he focuses on Jake and Paden. He starts to raise
the carbine.

Both men see the deputy, but Jake's reaction is so fast that
Paden need only watch. Jake spins and, before he has stopped,
both his Colts are erupting in his hands. The carbine flies
out of Kern's grasp and clatters down the steps. Jake
continues to fire -- the stair at Kern's foot splinters and
he steps backwards and up. Jake continues to splinter the
steps at Kern's feet, until he has made the deputy exactly
retrace his steps and retreat back through the door. The
firing stops.

Paden gives Jake an odd look. Paden may have seen someone
this fast and good before, but he can't remember it. He puts
his finger to his lips -- "shhh".

PADEN
Where's your brother?

JAKE
(reloading fast)
He'll be here.

A bullet WHIZZES between the two men as we hear shots from
the far end of the street. Langston is coming toward them
firing. They move back to the cover of the jail porch.

ALLEY ACROSS THE STREET. Emmett roars into view, riding his
horse and leading two others: Paden's bay and the pinto.

A window above the jail breaks open and Kern starts firing
at Emmett.

DOWN THE STREET. Langston, behind a wagon, uses a British
two-handed grip to fire off a few rounds.

Emmett brings the horses over, and Paden swings quickly up.
Jake focuses his attention, unleashing a fusillade as Emmett
leads the pinto along the front of the jail.

EMMETT
Jake, come on!

DOWN THE STREET. Langston lifts his head from behind the now
bullet-pocked wagon. He's impressed.

Jake runs along the porch, hits the top of the hitching post
on the fly, and takes off, landing lightly in the saddle of
the pinto. The three men gallop out of town in a cloud of
dust.

EXT. RIDE OUT OF TURLEY (VARIOUS SHOTS) - DAY

The three men ride hell-for-leather away from town. At the
first bend they leave the road and head off cross-country,
their horses straining up craggy hillsides and sliding down
dusty slopes. There is some good riding going on here.

OMIT

EXT. THE CHASE (VARIOUS SHOTS) - DAY

INTERCUTTING the three men and the Posse Langston has raised,
as the Posse closes ground over choppy terrain. Now the three
fugitives come through some trees along the bank of a stream
and splash across to the other side.

EXT. A SPLIT IN THE TRAIL - THE CHASE CONTINUES - DAY

The three men come thundering along a dusty trail to the
place where it splits. The high road disappears up the side
of a ridge; the low road is really the bed of an arroyo. The
three men exchange looks. Paden plunges into the arroyo.
Emmett shrugs to Jake, and the brothers follow Paden.

INTERCUTTING. The Posse splashes across the stream. The three
fugitives twist their way through the crooked arroyo.

AT THE SPLIT IN THE TRAIL. Langston pulls his group to a
halt. He looks at the tracks leading into the arroyo, and a
smile splits his face. He leads the Posse up the high road
fast.

EXT. ARROYO - DAY

IN THE ARROYO. Paden and Emmett pull up, looking back at
Jake, who has stopped at the last bend in the gully, watching
their rear. Now he rides up to the others.

JAKE
I think we lost 'em.

EMMETT
There's nobody coming?

Jake shakes his head "no". Paden and Emmett exchange long
looks. Paden looks to the ground above them, even more
worried.

PADEN
Oh-oh.

They spur their horses out of there.

EXT. MOUTH OF ARROYO/FLATLANDS - DAY

The three riders break out of the arroyo and exchange looks
of glee on seeing the clear flatlands ahead. SHOTS ring out.
They look over their shoulders to see Langston's Posse,
practically on top of them, pouring over the lip of a rise
and firing at will.

The three men whip their horses and head flat out across the
open space toward a cluster of boulders three hundred yards
away. They are vulnerable and exposed as shots PING around
them. They are not going to make it.

WITH THE POSSE. Deputy Block jumps from his horse onto the
top of a boulder and lies prone, bracing his Winchester for
an accurate shot.

BLOCK
(to himself)
Let's see you fake this one, kid.

He is about to fire when suddenly the rocky surface in front
of his face explodes. He is so startled, he falls off the
boulder.

Another Posse member is coming between two tall rocks when a
bullet hits near his head and ricochets into the rock on the
other side. His horse rears up, and the horse coming up behind
him collides with it.

Langston and Deputy Kern have just started across the flats,
but pull up next to a cactus at this new firing. An arm of
the cactus is immediately severed by a .44 slug.

KERN
Is that them shooting?

LANGSTON
(pointing)
No. It's coming from those rocks.

WHAT HE SEES. Paden, Emmett, and Jake are now halfway to the
cover of the distant rocks. Another shot CRACKS, and a puff
of smoke appears from ahead of them in the boulders.

KERN
Let's go. He ain't hitting anything.

LANGSTON
You idiot, he's hit everything he's
aimed at.

KERN
...But they won't be out of our
jurisdiction till they pass Flat
Top!

As Paden, Emmett, and Jake disappear among the boulders,
Langston rises high in his stirrups to catch a final glimpse.
His bowler is blown off his head. He lowers himself back to
his saddle.

LANGSTON
Today my jurisdiction ends here.

He turns his horse back. The others do likewise.

LANGSTON
(over his shoulder,
to Kern)
Pick up my hat.

EXT. BOULDERS - DAY

Emmett and Paden rein in their frothing horses in the natural
bowl of rocks near a tied horse and the remains of a campfire.
Jake has stopped short of them and taken his horse back to
peer out toward the Posse. Grinning, he comes back to the
others. The three riders bring their horses around and focus
on a spot above them.

On the top of the highest boulder, Mal leaves a comfortable,
prone shooting position and eases himself down to a lower
rock. A bandolier of .44 bullets dangles from one hand. He
rests his Henry rifle at an angle across one shoulder.

JAKE
(to the others)
This a friend of yours?

PADEN
He is now.

JAKE
Who is he?

PADEN
Oh, a guy who got run out of town...

EMMETT
...just like us.

EXT. HIGH DESERT - DAY

An awesome rock spire soars into the perfect blue sky above
the orange desert. The sight is spectacular. The slow surge
of MUSIC exhilarating. It is the perfect setting in which to
see the four horsemen who now appear on a ridge. Here they
come --

Riding together, side by side, for the first time -- Emmett,
Paden, Jake, and Mal.

EXT. HILL - DAY

The travellers crest a hill above a wide desert plain and
pull up at the surprising sight below -- there in the
distance, stopped dead in a disorderly line, is the wagon
train we saw leave Turley. The horsemen exchange puzzled
looks.

EXT. WAGON TRAIN - DESERT PLAIN - DAY

The Settlers are clustered near a wagon as the four horsemen
ride down on them. There is a tense silence as they dismount
and approach the group. Hobart, the leader, steps forward to
meet them. After a long perusal --

HOBART
(calling)
It's okay, Zeke.

From the cover of a nearby wagon, Zeke appears, lowering a
shotgun that had been trained on the newcomers.

EMMETT
Hobart, what are you people doing
here?

HOBART
This is where Baxter and Hawley brung
us.

EMMETT
Well, they're wrong. This territory
is full of bad characters.

HOBART
And they were two of them. Look --

He gestures and the Settlers part to reveal the wagon which
held the money box in Turley. The money box is gone, but the
still form of its giant guardian, Eb, lies in the bed of the
wagon, dead.

HOBART
Baxter and Hawley killed poor Eb
here and stole our money box.
(gestures)
They went north and we're going after
them.

The newcomers now see that a few of the Settler men and boys
are preparing to ride in pursuit. Mal and Paden exchange
looks, not terribly impressed.

EMMETT
Forget the money. You've got to get
these people out of here. This is no
place to be sitting with women and
kids.

JAKE
Your next water ain't for three days.

HOBART
We got no life in Silverado without
that money. Everybody put in, that's
our whole stake.

Paden looks around. His gaze falls on Hannah, somber now,
but still lovely. Conrad, her husband, stands beside her.

Mal has been watching a little girl cling to the leg of one
of the Settler men who is going out on the chase. Now the
black man quietly mounts his horse, and speaks to an older,
solid-looking man, MR. PARKER, standing by his wife.

MAL
How long have they been gone?

MR. PARKER
About an hour.

Emmett and Paden watch Mal with interest. Jake is excited by
this development. He jumps up on his horse.

JAKE
I'll go with you, Mal!

Paden isn't so quick to commit, but then he notices Hannah
gazing up at Mal and Jake with radiant admiration. He digests
that and moves toward his horse.

PADEN
Deal me in.

He steals a look at Hannah as he mounts up. Emmett has watched
all this with growing resignation. Now he speaks crisply,
all business.

EMMETT
Jake, you know the way out of here.
I want you to get this train moving
toward Silverado, and fast. I'll go
with these guys.

Jake is disappointed, but nods agreement. Emmett turns to
Hobart and the Settler posse.

EMMETT
You men stay with your wagons and
your families. Get rolling and keep
your eyes peeled.

Emmett moves toward his horse, as Conrad, rifle in hand,
steps forward belligerently.

CONRAD
Wait a minute! If you do get the
money, how do we know you'll come
back?

EMMETT
(flashes him a look)
If we don't, you can keep my brother.

HOBART
(to Emmett)
I'm trusting you, mister.

CONRAD
(to Hobart)
You trusted Baxter. I'm not letting
these men out of my sight.

As Conrad moves toward his horse, Paden looks at Hannah, now
standing all alone. Paden thinks he acted too quickly.

EMMETT
(indicating Hannah)
If I'd brought a pretty lady like
that into a place like this, I'd
stay close.

Paden reacts to Emmett's interest in Hannah.

CONRAD
That's none of your business, mister.
Let's get going.

PADEN
(quietly, to Emmett)
I think you got a point, Emmett.
Maybe I better stay here with her.

Emmett smiles and snaps his reins, moving out with Mal.
Reluctantly, Paden follows, twisting around for a last glimpse
of Hannah.

WHAT HE SEES. Hannah moves toward Conrad's horse, as if to
touch her husband. But Conrad, his face set in suspicion,
barely nods farewell as he sweeps by her. She looks after
him desolately.

Mal, Paden, Emmett, and Conrad ride off to the north, as
Jake begins yelling orders to the Settlers to get things
moving. What he lacks in expertise, he makes up for in
enthusiasm.

EXT. HIGH DESERT (SERIES OF SHOTS) - DAY

The four men track the killers across the rugged terrain.
Sometimes, Emmett gets down from his horse to examine the
tracks.

On a flat, rocky expanse, the chase party is temporarily
stalled. Emmett and Paden confer, balked. Mal, peering ahead,
spots something and points it out to the two expert trackers:
a steaming horse patty. They head off in that direction.

OMIT

EXT. RIM OF BOX CANYON - DAY

The four men crawl to the lip of the canyon and get a clear
view of the activity below; the box canyon has been turned
into a hideout for the Dawson Gang, a band of border raiders.
There are about twenty-five outlaws moving about among the
tents, caves, and wagons of the encampment. Their horses are
penned in a natural alcove in the rock off the main floor of
the canyon.

The strongbox from the wagon train sits on the tailgate of a
wagon. Next to it is a large keg of whiskey from which the
outlaws are drawing generous portions. Baxter and Hawley
have brought the loot proudly back to their cohorts, and the
celebration is centered around this wagon.

On the rim the pursuers exchange looks in reaction to this
new situation.

PADEN
(to Emmett)
You know, hanging around with you is
no picnic.

EMMETT
Anybody got any ideas?

EXT. OUTLAW CAMP - BOX CANYON - DAY

One of the outlaws spills some whiskey onto the money in the
strongbox. DAWSON, the leader of the gang, angrily slams the
strongbox closed and kicks the offending outlaw. Suddenly,
there are cries of warning from the Sentinel at the entrance
to the box canyon. HOOFBEATS echo into the canyon from that
direction. The outlaws react en masse with a frightening
display of armed readiness.

WHERE THE TRAIL ENTERS THE CANYON. From the shadows emerge
two galloping horses: on the first is Emmett, who holds the
reins of the second, across whose saddle is draped the
seemingly lifeless body of Paden. The Sentinel watches them
pass under the point of his carbine.

AT THE WAGON. Emmett dismounts quickly and ties both horses
to a wheel. Dawson decides not to shoot this guy yet. He
watches as Emmett runs back across the canyon to the cover
of some crates and crouches down behind them, looking up at
the rim above the entrance. The outlaws, guns pointed, stand
around him.

TALL OUTLAW
(to Dawson)
Should I kill him, Mr. Dawson?

DAWSON
(approaching Emmett)
In a minute!

Emmett, still cowering, looks over his shoulder at Dawson.
He speaks now, and throughout, very fast.

EMMETT
I wouldn't do that. You're going to
need every gun when that posse gets
here.

DAWSON
Posse? What the hell you talking
about?

EMMETT
My partner and me robbed the bank in
Turley and headed out with a posse
on our tails. My partner there caught
one a ways back, and I think he kicked
off while I was looking for this
damn canyon. You're Dawson, ain't
you? I'm Tex LaRue.
(offers his hand for
only a second)
Used to ride with Ry Morris. You
know him. Well, Andy Sims told me
there was a hideout here, so I headed
for it. Hope you don't mind.

Paden, lying over the saddle, his face shielded by his hat,
winces at this story.

DAWSON
You brought a posse to my best hideout
and you want to know if I mind.
Mister, I don't know any of those
names and you're about to die.

EMMETT
Wait a minute! If you don't believe
me, ask them...
(indicates Baxter and
Hawley)
...they saw me and my pal in Turley
before we did the job.

Baxter and Hawley peer at Emmett and nod to each other.

BAXTER
I saw 'em there, all right, but I
don't know about any bank job.

DAWSON
If you took the bank in Turley,
where's the money?

Emmett crouches lower, looking nervously at the rocks.

EMMETT
I'd get down if I were you. They may
be up there now.

DAWSON
(just as he suspected)
No money, eh?

EMMETT
The money's in my saddlebags over
there, but I ain't stepping out to
get it.

The outlaws, all of whom are standing in the open, think
he's crazy. Dawson motions Hawley toward Emmett's horse.
Hawley is almost there when gunfire erupts from the rocks
above and Hawley goes down dead. Now all the outlaws hit the
dirt, some firing wildly. Paden unobtrusively frees his rope.
Dawson comes down beside Emmett.

EXT. RIM OF BOX CANYON - DAY

Conrad and Mal fire into the canyon, then move to new
positions.

EXT. OUTLAW CAMP - DAY

ABOVE THE ENTRANCE to the box canyon the Sentinel disappears
into the rocks, moving upward.

AT THE CRATES. Down the line from Emmett, an outlaw gets
hit. The outlaws can't see anything to shoot at.

EMMETT
(agitated)
If we charge them, they won't have a
chance. But we gotta get to the
horses.

DAWSON
What do you mean, the horses?

Emmett jumps up. He yells to the other outlaws.

EMMETT
Cover me!

He runs in a mad zig-zag toward the gate of the horses' pen.

EXT. RIM OF BOX CANYON - DAY

Mal, firing rapidly, follows Emmett's route with precision.

EXT. OUTLAW CAMP - DAY

Mal's shots kick up dust inches from Emmett's flying feet.
Once Emmett throws a glance upwards; Mal's cutting it pretty
close. Baxter slides in next to Dawson, who is thinking hard.

BAXTER
(indicating Emmett)
Brave man.

DAWSON
I think there's only a couple of
guys up there and this asshole's one
of them.

AT THE WAGON. An outlaw is cowering beneath the wagon, but
doesn't notice as Paden reaches out and secures the latch on
the money box.

AT THE HORSE PEN. Emmett throws open the make-shift gate and
runs in among the horses, yelling and waving his arms. The
horses begin to run out of the pen.

AT THE CRATES. Dawson jumps up and orders his men forward. A
line of outlaws rushes toward the pen, all the while firing
up at the rim. Paden appears at a gallop from behind, pulling
Emmett's horse beside him. A rope stretches from his
saddlehorn to the strongbox bouncing along in the dirt.

Paden comes through the line of outlaws firing and heads for
the pen. A few of the outlaws make the mistake of closing
the gap and aiming at Paden's back. The bouncing strongbox
knocks them head over heels.

Emmett leaps from a rock onto his passing horse, firing behind
him. He and Paden go down the trail in the midst of the
outlaws' horses. The strongbox careens after them.

EXT. MOUTH OF CANYON TRAIL - DAY

Mal and Conrad, mounted; are waiting as Emmett and Paden
ride out of the mouth of the canyon. Beyond them, the outlaws'
horses scatter toward the horizon. Paden jumps off his horse
and picks up the strongbox.

IN THE ROCKS ABOVE THEM the Sentinel from the outlaw camp
positions himself to fire at the men below.

EMMETT
(to Mal)
That was some idea of yours. Next
time you go in.

Paden is tying the strongbox to his saddlehorn when there is
the loud CLICK of Conrad's rifle being cocked. He nervously
points it at the others.

CONRAD
I knew it. Put that box on my horse.

MAL
Mister, you got a lot to learn about
people.

A SHOT rings out. Conrad takes it in the chest and flies off
his horse. Now an amazing sight -- Emmett, Paden, and Mal
all turn and fire at once. The Sentinel is really dead.

EXT. DESERT RISE - DAY

Below in the distance the wagon train moves across the desert,
dwarfed by giant rock walls. Now, coming right PAST CAMERA,
at a gallop ride Emmett, Paden, Mal, and Conrad's horse with
his body slung over it.

EXT. DESERT - DAY

Hannah sits alone on the high seat of her wagon. She is
unaware that behind her the four horses approach. And that
her husband is dead.

OMIT

EXT. WAGON TRAIN CAMP - NIGHT

Mal, Emmett, and Jake lounge about a campfire within the
quiet circle of wagons. Emmett is whittling a whistle pipe
out of a stick.

MAL
After the war my family worked a
little piece of land near Savannah
for a while. But the way it was down
there then... well, they made it
hard every way they could. Finally
my daddy figured the promised land
was out this direction. By that time
I was so sick of farming, I didn't
want to touch another hoe ever. I
wouldn't come with 'em. My daddy
took it pretty hard. Him, my ma, and
my little sister headed out without
me. They've got a little place south
of Silverado. I guess they've done
okay. Good enough anyway so that
when my ma wrote me last time, she
said they needed my help to work the
place. That was almost nine months
ago she wrote. Letter took a while
to find me, but when it did, it was
just the right time.

EMMETT
Where were you?

MAL
Chicago. Working in the slaughter-
houses.

JAKE
Chicago! You been to Chicago? Was it
wonderful?

MAL
(remembering)
No.

Paden walks into the light of the fire and pours himself a
cup of coffee.

EMMETT
Where you been?

PADEN
(caught, vamps)
Oh, I was just checking the, ah...
(gestures vaguely
over his shoulder)
...you know, lookin' in.

He concentrates on his coffee and moves away from the light.
Mal, Emmett, and Jake exchange amused, knowing looks.

JAKE
Jeez, Paden, her old man ain't even
cold yet!

Mal and Emmett laugh.

EXT. ROLLING DESERT - DAY

SERIES OF SHOTS as the wagon train rolls westward.

Paden is driving Hannah's wagon; she sits beside him on the
seat.

PADEN
He acted bravely out there, Hannah.
Just bad luck his getting hit. Could
have been any one of us.

HANNAH
I don't believe in luck. I know what
Conrad was like. Don't tell me what
you think I want to hear.

PADEN
Never will again.

HANNAH
We got married just before this trip,
so we could come out here and try
the land. It's hard to find a man
willing to take on a life like that.

She pauses and takes the reins from him.

HANNAH
Love isn't the only important thing.

Emmett rides up on Hannah's side and keeps pace beside them,
smiling at the sight of the couple.

EMMETT
How you doing, m'am? Getting enough
help?

Hannah, caught between the two men, smiles.

HANNAH
More than enough.

EMMETT
Have you thought at all about your
plans?

HANNAH
Some. I've been talking to the
Parkers. One thing I know I'm not
doing -- I'm not going back.

OMIT

EXT. RIVER CROSSING (VARIOUS SHOTS) - DAY

The wagon train splashes noisily across the river, drivers
yelling loudly to urge on their teams. Emmett, Paden, Mal,
and Jake, on horseback, direct the crossing.

EXT. APPROACHING SILVERADO - DAY

The wagon train is moving through pretty, rolling country.
Mal rides up to join Emmett and Paden on point ahead of the
train. In his hand is a yellowed letter. He points off to
the south where a dramatic half-dome of rock towers above
the hills.

MAL
This is it, gents. My ma told me to
head south past that rock.

PADEN
Good luck, Mal.

EMMETT
Maybe we'll see you sometime.

MAL
(doesn't think so)
Yeah... maybe. So long.

He rides away, and he doesn't look back.

EXT. FORK OF THE ROAD (OUTSIDE SILVERADO) - DAY

A buckboard with a man and a young girl in it is stopped at
the fork, its two occupants standing up and waving excitedly.

As the wagon train pulls to a halt, Hobart climbs down from
the lead wagon and is embraced by the homesteader from the
buckboard, BRADLEY.

Bradley points off along the right fork of the road as he
speaks to Hobart.

BRADLEY
It's right down this road aways.
I'll ride in with you myself.
(to the girl in the
buckboard)
Carol, go spread the word our people
are here.

The girl, CAROL, whips the buckboard into motion and
disappears down the road. Bradley is looking down the line
of wagons.

BRADLEY
I thought there'd be more of you.
But I thank the Lord for each and
every one. We'll have a solid strip
of bottomland under the plow when
you people stake your claims.
(a grim look at Hobart)
And we're going to need every hand
to hold it.

AT HANNAH'S WAGON. Emmett has brought his horse up to face
Hannah and, on horseback beside her wagon, Paden.

EMMETT
Hope to see you again, m'am.

She nods demurely.

PADEN
I think I'll ride along with the
lady here. Just take a look at this
farmland before I come into Silverado.
See what makes a trip this hard worth
taking.
(catches Emmett's
amused look)
I'll see you around.

EMMETT
I'll be around.

AT THE LEAD WAGON. Hobart has what might be tears in his
eyes as he picks up the reins and looks at the countryside.

HOBART
I feel like I've arrived in Canaan.

BRADLEY
When we got here, we thought it was
Eden. And it's pretty close -- right
down to the serpents.

The wagon train moves out along the right fork of the road
as Emmett and Jake, waving goodbye, ride straight ahead toward
town.

EXT. ENTERING SILVERADO - DAY

Silverado is a sprawling, active, handsome frontier town, a
cattle center and supply station for the burgeoning silver
mines to the west. Emmett and Jake ride into town.

OMIT

EXT. COUNTRYSIDE - DAY

Mal comes around the shoulder of a hill and reins to a halt.
He takes the yellowed letter from his pocket and checks a
detail. He smiles at the stand of cottonwoods that marks his
route. After all these years, he's excited to be approaching
some kind of home. He hurries on.

EXT. LAND OFFICE/HOLLIS HOME (SILVERADO) - DAY

The land office is in the front of the first floor of the
Hollis home, a separate, two-story structure on a side street.

Now we're looking down the porch as KATE HOLLIS embraces her
brothers, Emmett and Jake. Her big, bear-like, gentle husband,
J.T., comes out to add his greetings. After the laying on of
hands, the attention of all four is drawn to the doorway and
a figure we cannot yet see.

Now he steps shyly into view: eleven-year-old AUGIE. Jake
makes a show of shaking Augie's hand, man to man. Emmett
kneels to greet him at eye level; the boy's grown a lot in
five years.

EXT. HILL - DAY

Mal reaches the top of the hill, a look of high expectation
on his face. But now he pulls up sharply, his expression
changing. Not what he expected.

Down below in a pretty, little valley that recently embraced
a farm are hundreds of cattle, roaming free across the last
remnants of the fields. And the burnt-out remains of a small
farmhouse.

EXT. FARMHOUSE RUINS - DAY

Mal dismounts near the blackened timbers and walks into the
ruins. He looks around in a daze: he's home, but there's no
home there.

EXT. KNOLL ABOVE BRADLEY'S PLACE (HOMESTEADER LAND) - DUSK

Paden and Hannah are just reaching the top of the knoll. In
the distance below them is Bradley's farm, in the barnyard
of which the wagon train has pulled up for this first night.

HANNAH
Mr. and Mrs. Parker have agreed to
join their parcel to mine. We'll
work them together.
(she points)
Mine starts right over there. It's
all I've ever wanted. Pretty land,
isn't it?

PADEN
(nods, looking at her)
And a pretty lady.

She turns to face him with a clear-eyed gaze that is almost
scary.

HANNAH
A lot of men have told me that. Maybe
it's true. I guess some women are
slow to believe it.

PADEN
Believe it.

HANNAH
They're drawn to me by that. But it
never lasts.

PADEN
Why?

HANNAH
Because they don't like what I want.

PADEN
What's that?

HANNAH
(turns back toward
her view)
I want to build something, make things
grow. That takes hard work -- a
lifetime of it. That's not why men
come to a pretty woman.

He shakes his head, agreeing, though she cannot see it.

HANNAH
After a while, I won't be so pretty.
But this land will be.

She turns to face him again. He understands now as well as
she that romance is not in their future. But friendship could
be.

PADEN
Hannah, don't tell me what you think
I want to hear.

Hannah laughs with him.

EXT. FARMHOUSE RUINS - NIGHT

Mal has made a fire in the remains of the fireplace and is
cooking food. As he sits back, he senses he is being watched.
He turns. There at the edge of the light stands an old black
man holding a Henry .44 rifle like Mal's -- his father, EZRA
JOHNSON. The two men look at each other a long time.

MAL
Daddy?

EZRA
I saw the light. I thought maybe Rae
had come back to see me. But I never
thought it'd be my boy. I never
thought that.

Mal goes to him and encloses him in his arms.

MAL
Ma?

Ezra looks up at him and shakes his head.

EZRA
She was sick for a long time. She
was sick when she wrote you, but she
didn't say it. I never thought you'd
come. But she did.

Mal takes it hard. They move back to the fire together.

MAL
Where is Rae?

EZRA
She's gone, gone to town. She hated
working on the farm...
(a bitter glance)
...just like you.

MAL
(gestures)
What happened?

EZRA
They run me off. They burned me out.
They made it so I couldn't do. Just
like Georgia. If you won't sell,
they take it anyway.

MAL
Who?

EZRA
(as though it were
obvious)
The cattle! This valley runs down to
a clear creek. That's why we picked
this spot, and that's why they don't
want us here.

MAL
You own this land.

EZRA
I paid the government for it, all
right. That don't mean much out here.
(he motions behind
him)
Malachi, I'm living like a wildcat
in a cave in those hills. Hiding
out, afraid to walk my own land.

MAL
What about the law?

EZRA
Whose law? The law here runs a man
down -- just like these cattle.

Mal thinks about that and grows very angry. Finally --

MAL
That ain't right and I've had enough
of what ain't right.

INT. HOLLIS HOME (SILVERADO) - NIGHT

The group is finishing dinner in the kitchen/sitting room at
the back of the ground floor. Augie is tooting the carved
whistle pipe that Emmett has given him. Kate and Emmett begin
to clear the dishes as Jake and J.T. continue to sit.

JAKE
I thought running the land office
would be easy work, J.T., but it
sounds like what you got here ain't
much fun.

J.T.
We got a bad situation here, and
those homesteaders you brought in
with you are going to make it worse.
(indicates front of
house)
When they come into this office to
stake their claims, I think it's
going to be the start of real trouble.
They're going to cut McKendrick off
on the north.

KATE
J.T.'s done everything he can. I
married a brave man. Augie, take
that delightful gift your uncle gave
you out of here while we're talking.
(back to others)
McKendrick picked the new sheriff
himself, so J.T. can't even get the
law enforced.

J.T.
Half the gunslingers that drift into
town turn up on our police force.

EMMETT
A man could die of thirst before
anybody offered him a drink around
here.

J.T. pulls a bottle of whiskey from a cabinet and sets up
three glasses, but Kate pantomimes for him to add one for
her.

EMMETT
Maybe you all ought to come to
California with Jake and me.
(across the room)
How 'bout it, Augie, you want to go
with us?

AUGIE
Sure!

JAKE
You know, Augie, there are no schools
in California.

AUGIE
(aglow)
Really?

KATE
Augie's going to grow up here. There's
nothing wrong with the land, it's
just some of the people.

J.T.
The problem is, Emmett, you killed
the wrong McKendrick.

KATE
Why, J.T., watch what you're saying
around Augie. Emmett didn't kill
anybody.

EMMETT
Well, Kate, it was self-defense sure
enough, but I think you'd have to
say I killed old Murdo. I think that's
definitely the word.

JAKE
It was my fault.

KATE
It was not -- it was Murdo's. Those
McKendricks don't know how to act
like human beings.

J.T.
His son is worse than he was. He's
smoother, so you don't always hear
him coming, but he'll do anything to
keep his range free.

KATE
(intensely)
I'm worried what he's going to do
when he finds out you boys are back.

Emmett puts his arm around her.

EMMETT
I think Jake here can take care of
himself. I did five years I didn't
owe. McKendrick ought to be satisfied
with that and let it lie.

Kate looks between her brothers. She is not reassured.

EXT. FARMHOUSE RUINS - NIGHT

Having smothered the fire, Mal mounts up, then reaches down
to pull his father onto the horse behind him. They begin
picking their way through the cattle when two night-riding
cowboys, RED and SCRUFFY, approach through the gloom.

RED
Is that you, Ezra?

SCRUFFY
(to his mate, jovially)
You see pretty good, Red. Is there
one or two of them?
(He laughs)
What brings you out of your hole,
Johnson?

RED
We're going to find that place one
of these days. Who you got with you,
Ezra?

EZRA
This is my son. He's come home.

SCRUFFY
Ain't that sweet, Red? I'm afraid
you boys are trespassing on McKendrick
land.

MAL
You got it all wrong, mister. This
is our place.

RED
What? Mr. McKendrick bought this
place from your father.

EZRA
That's a lie.

MAL
Tomorrow we're going to town to
straighten that out once and for
all. The next day we'll be back
here... farming. And these cattle
better be gone.

The two cowboys are taken aback. They look to each other for
guidance.

MAL
If I find any cattle on our land
after tomorrow, I'm going to start
carving them into steaks. And believe
me, that's one thing I know about.

SCRUFFY
Killing cattle is a hanging offense
in these parts. If we shot you down
right now, we'd be within our rights.

MAL
Mister, you ever seen what a Henry
rifle can do in the hands of someone
who knows how to use it?

The two cowboys tense, their gun hands flexing.

SCRUFFY
Who would that be? You?

Behind Mal, Ezra lowers the barrel of his own Henry toward
the cowboys and cocks it. He looks like a man coming back to
life. The two cowboys are dumbfounded. They turn and start
to ride away. Scruffy shouts back at them --

SCRUFFY
This ain't the end of it!

MAL
(to Ezra)
We're going to get your land back,
Daddy... our land.

EZRA
(marvelling at events)
Maybe we will! Maybe we will!
(pause)
After all, I never thought I'd get
my son back.

EXT. MAIN STREET - NIGHT

Paden rides along the dark street, drawn irresistibly toward
the thinking MUSIC, lights, and hubbub of the big saloon --
The Midnight Star.

INT. MIDNIGHT STAR - NIGHT

Paden comes in and looks around with some pleasure. It's an
expansive place, busy now with gamblers, drinkers, and
brightly-dressed saloon girls. A piano player bangs away in
the corner. Paden has to smile. This is the way a saloon
ought to be. Now, even Paden is home.

Paden walks up to stand at the bar. The BARTENDER is busy at
the far end of the bar. Paden is patiently waiting to get
his attention when he hears a woman's voice behind him, on
his side of the bar.

STELLA (O.S.)
What can I do you for, stranger?

Paden turns to face his interlocutor, but at first cannot
find her. After a moment, though, he looks down to see a
small woman in a velvet dress -- STELLA.

PADEN
You work here?

STELLA
I run the place. What can I get you?

She is already moving away toward the near end of the bar.
He watches her disappear around the end, then sees the top
of her head appear behind the bar down there. As she moves
back toward him, she gets taller and taller, until she is
facing him eye to eye across the bar.

PADEN
Bourbon.

As she reaches under the bar and produces bottle and glass,
Paden leans over and peeks behind the bar. A foot-wide ramp
runs the length of it.

PADEN
Nifty.

STELLA
(smiles)
The world is what you make of it,
friend. If it doesn't fit, you make
alterations.

PADEN
I'll drink to that. Will you join
me, Miss --

STELLA
Stella.

PADEN
Paden.

Stella sets up a glass for herself, and they shake hands.
Paden looks up at a carved ornamental star on the back wall,
over the words "The Midnight Star".

PADEN
Stella... Are you the midnight star
herself?

STELLA
I am. I'm always there, but I only
shine at night.

A saloon girl -- a lovely, young, black woman -- RAE passes
with some drinks. Paden watches her go, then looks around
the room.

PADEN
My compliments to you, Miss Stella.
This is what I call a saloon.

STELLA
Thanks. That's what I call it too.

PADEN
And I know what I'm talking about.

STELLA
You like a good saloon?

PADEN
It's the only place I'm happy.

STELLA
Me too. What's wrong with us?

Their eyes meet for a moment, and a real connection is made.

PADEN
You wouldn't be needing any help
around here, would you? Maybe with
the gambling?

STELLA
(points)
You see that fellow over there in
the gray coat?

Paden nods, and now we see him too: a big man in some gambler-
like finery -- KELLY. He is leaning over a poker game.

STELLA
That's Kelly, my so-called partner.
He runs that side.

PADEN
So-called?

STELLA
Yeah, aside from being a loud-mouthed,
lying cheat, he's just the man I
would have picked.

PADEN
Why'd you go into business with him?

STELLA
I don't own this place. The man who
does stuck me with Kelly.

PADEN
Who's the owner?

STELLA
Here he comes right now.

Stella nods toward the door, and Paden turns to look. Cobb
enters through the swinging doors. He looks around with a
proprietary air as he walks to the bar. He is almost there
before his gaze settles on Paden and Stella. He stops in his
tracks, and a big grin splits his face.

SHERIFF COBB
Well, look at this! Two of my favorite
people in the world, talking to each
other.

Cobb moves up and puts an arm around Paden as he shakes his
hand. Stella is interested in this connection, but she doesn't
faze easily. Paden is the surprised one.

SHERIFF COBB
Stella, this is one of my oldest
surviving friends. Treat him right.

STELLA
That was my plan.

SHERIFF COBB
(laughs)
Oh, yeah, you two are going to get
along fine. You got a lot in common.

Cobb looks across the room and yells.

SHERIFF COBB
Kelly, get over here.
(to Paden)
You didn't come all this way just to
pay me back that money, did you?
(turns to Kelly)
Kelly, meet my friend Paden.

KELLY
(cool)
Howdy.

SHERIFF COBB
Give the man a line of credit. He
already owes the house thirteen bucks.

Kelly casts a wary, appraising glance over Paden, nods, and
moves off.

SHERIFF COBB
You got a place to stay?

PADEN
I just got to town.

SHERIFF COBB
Stella, we still got an extra room
out back, don't we?

STELLA
It's not in use at the moment.

Cobb comes around the end of the bar to stand next to Stella.

SHERIFF COBB
What brings you into my saloon?

PADEN
Luck, I guess.

SHERIFF COBB
(cackles at this)
Good old Paden. I was hoping you'd
changed your mind about the job.

PADEN
You didn't tell me you owned a saloon.

Cobb looks at Paden a long time and laughs.

SHERIFF COBB
That ain't the half of it, friend.

He turns away, taking off his coat, and hangs it on a peg
back there. When he turns back, rolling up his sleeves, our
eyes are drawn to the same thing as Paden's: a shiny, silver
sheriff's star.

SHERIFF COBB
Welcome to heaven.

INT. CAVE - MORNING

Mal is asleep on some hay in the small cave his father has
fixed up as a hideout and home. A shadow falls across him.

Ezra stands looking at his son with loving eyes. In his hands
are a water bucket and his Henry rifle. Now he turns quietly
away.

EXT. CAVE - MORNING

Ezra emerges. From here, it would be impossible to tell that
the cave was inhabited. Except that, on this morning, Mal's
horse is tied nearby. Ezra looks around cautiously and moves
off into the rocks.

EXT. ROCKY HILLSIDE - MORNING

Ezra picks his way among the boulders warily.

EXT. MOUNTAIN SPRING - MORNING

Ezra comes out of the surrounding rocks and goes to the edge
of the spring. A stream runs off downhill from the pool. He
props the rifle against a rock and bends to drink from the
spring. He hears something and turns quickly. What he sees
makes him reach for the rifle, but the sound of several GUNS
COCKING freezes him inches from it.

There are four Cowboys, McKendrick's men, emerging from their
hiding places. Their eyes search the surrounding rocks.
Scruffy and Red, the cowboys from the previous night, are
there, but the leader is HOYT.

HOYT
Where's the other one, Johnson?

Ezra is silent.

HOYT
You couldn't leave well enough alone,
could you, old man?
(resigned)
Our orders are to run you two off.
If you tell us where your son is, we
won't have to do any shooting.

EZRA
You're lying, Hoyt... like always.

HOYT
Not this time. I got my orders.

Ezra thinks a moment, looks over at Scruffy, then back to
Hoyt.

EZRA
My son's on his way to town.

HOYT
That's too bad. You'll have to go by
yourself.

INT. CAVE - MORNING

The distant ROAR OF GUNS echoes in the small space. Mal awakes
with a start. Did he dream it? He looks around.

MAL
Daddy?

EXT. ROCKY HILLSIDE - MORNING

Mal, rifle in hand and frantic, is lost among the rocks. Now
he stops, listening. He hears HOOFBEATS. He scrambles to the
top of a boulder and looks down.

WHAT HE SEES. The four Cowboys far below are riding away
from the base of the hill.

EXT. MOUNTAIN SPRING - MORNING

Mal comes out of the rocks. Ezra's rifle is no longer propped
where he left it. Ezra is gone. Mal rushes to the edge of
the spring, in agony. He looks around desperately, and then
freezes.

Ezra's dead body is floating away down the mountain stream.
Mal splashes into the water, tripping and sliding on the
slippery rocks. Finally, he is able to reach Ezra. Mal sits
in the water and hugs his father to him.

INT. SALOON - MIDNIGHT STAR - MORNING

Only a few customers. Early light streams in over gambling
tables draped with dust covers. Stella is busy behind the
bar. Paden and Emmett are nursing cups of coffee at a table.

PADEN
Hannah's a smart, pretty woman, but
she's got a hard idea for living.

EMMETT
(doesn't follow)
Yeah?

PADEN
All I'm saying is, you won't trip
over me if you look her up.

EMMETT
(understands, but --)
I'm going to California with my
brother.

Cobb comes in the swinging doors, heading for the bar. Paden
waves him over.

PADEN
Cobb, I want you to meet Emmett.
He's a friend of mine.
(to Emmett)
This is Sheriff Cobb.

EMMETT
(shaking hands)
Pleased to meet you, Sheriff.

SHERIFF COBB
(interested)
Pleasure is mine. Always happy to
meet a friend of Paden's.
(yelling to Stella)
Stella, bring Kelly out here, will
you?

Cobb turns back to Emmett with an odd smile on his face.

SHERIFF COBB
You're Kate Hollis' brother, aren't
you?
(Emmett nods)
You're the one who killed old Murdo
McKendrick.

Paden watches as the two men let that hang between them.

EMMETT
Didn't have much choice. He was about
to shoot my brother in the back.

SHERIFF COBB
Can't be having that now can we?

Stella appears with Kelly, who speaks to Cobb.

KELLY
You wanted to see me?

SHERIFF COBB
We're going to make some adjustments.
I wanted you to be here when I offered
Paden your job. I think he could do
it without getting greedy. Stella
and I are tired of you skimming our
profits.

Stella is surprised. The charge is true, but she didn't know
this was coming.

KELLY
What are you talking about?

SHERIFF COBB
I'm done talking. Get out.

KELLY
You can't do this.

SHERIFF COBB
(smiling)
Really?

Without warning Cobb hits Kelly viciously in the stomach.
Stella jumps. Cobb grabs the doubled-over Kelly by the hair
and the belt, and propels him out of the saloon, letting go
before Kelly crashes through the swinging doors and into the
street. Cobb comes back toward the table as though nothing
had happened.

SHERIFF COBB
How about it, Paden? You want the
job?

Paden, considering, glances at the still swinging doors.

PADEN
I see you're an understanding boss.

Cobb chuckles, picks up Paden's coffee cup, and takes a sip.

SHERIFF COBB
Nothing like that will happen between
us.

PADEN
Maybe we ought to ask Stella.

He turns toward her. She likes the idea.

STELLA
You'd be welcome.

She is smiling at him warmly when suddenly her eyes shift,
her expression changes, and she screams --

STELLA
No, Kelly! He'll kill you!

Cobb is already in motion. He spins, drawing his gun, and
fires repeatedly at the swinging doors. Kelly has been aiming
over them and is blasted back into the street as the slats
splinter. Cobb holsters his gun. The coffee cup is still in
his other hand. He takes a final sip, puts the cup down, and
licks a spilled drop off his thumb.

Stella is repulsed. Cobb fixes her with a malevolent look,
and his tone is icy --

SHERIFF COBB
Thanks for warning me.

Stella rushes out to the street, as Emmett and Paden get up.
Emmett and Cobb are very close for one moment.

SHERIFF COBB
Didn't have much choice.

They go out through the gathering crowd.

EXT. MAIN STREET - DAY

Down the street a stagecoach is rolling into town. Cobb steps
off the porch to kneel beside Kelly's body. He looks across
at the already-kneeling Stella.

SHERIFF COBB
I never enjoy killing a man.

Stella stands, so for a moment she is taller than he. She
stalks back into the saloon.

The stagecoach has pulled up across the street. A tall, lanky
gambler has disembarked and now walks toward the saloon,
carrying his heavy satchel. He moves through the assembled
people until he is standing over Kelly's body. This is SLICK.

SLICK
Excuse me, Sheriff. I'm a gambler
who would like to run an honest game
in your town. To whom do I speak
about that?
(glances down)
I hope it's not this gentleman.

Cobb likes his style. He smiles and turns to indicate Paden.

SHERIFF COBB
That's him.

Paden and Cobb exchange looks for a second. Then Cobb is
bustling off.

SHERIFF COBB
I gotta get somebody to clean up
this mess.

Emmett and Paden watch Cobb move down the street.

EMMETT
You used to ride with that guy?

Paden looks at Emmett, then down at Kelly.

EXT. REAR OF HOLLIS HOME - DAY

Jake unhitches the pinto and begins to lead it away. Suddenly,
Augie appears from nowhere on the back porch, jumps up to
the railing, and leaps out toward the pinto's back -- just
as Jake did in the escape from Turley. But Augie misses and
lands in the dirt. Jake, irritated, watches the child dust
himself off.

JAKE
What're you doing? I told you to
practice with a horse that's not
moving.

Jake turns and starts away. Augie runs after him.

AUGIE
Where you going?

JAKE
I got things to do, kid. I'm a busy
man.

AUGIE
I'll go with you.

JAKE
(stops, looks at him)
A grown man can't have a little boy
with him everywhere he goes.

Jake walks away. Augie watches, then yells --

AUGIE
Who's a grown man?

INT. SUPPLY ROOM - MIDNIGHT STAR - NIGHT

Stella works at the spigots of some large kegs, filling empty
bottles with a portion of whiskey, diluting them with water,
and corking them. Paden comes in and watches her. She hands
him a bottle to cork and starts the process again as he shakes
it.

PADEN
Is this a fair mix?

STELLA
I'm saving lives here. The straight
stuff would raise a blood blister on
boot leather.

PADEN
I meant, seemed like a lot of whiskey.

They share a smile. Paden takes down a fancier bottle from a
shelf, examining the label.

PADEN
What's this?

STELLA
That's the good stuff.

PADEN
Oh, yeah? How good?

She understands him and produces two glasses with a grin.

PADEN
(pouring the drinks)
Here's to the good stuff.

Stella lifts her glass, sealing the bond.

STELLA
May it last a long time.

Before they can drink, the Bartender bursts in.

BARTENDER
You better get out here.

INT. SALOON - MIDNIGHT STAR - NIGHT

The room is crowded but silent, frozen. Near the middle of
the bar the sexy, young, saloon girl, PHOEBE, stands
frightened between Jake and Tyree, the mean fellow we saw
released at Chimayo -- now a deputy for Sheriff Cobb. The
two men appear about to draw.

PHOEBE
Nothing happened, Tyree. This is my
job.

TYREE
Shut up.

JAKE
I don't believe a lady has to explain
anything to a man this ugly.

Slick watches from a card table nearby, with Rae standing
beside him. Now his hand drops casually from the curve of
her rear to the vicinity of his boot.

Paden and Stella come up on opposite sides of the bar, him
in front. Paden sees everything in the room: Tyree's friends,
Deputies Kyle and GARTH, are behind Jake and clearly poised
to kill him if Tyree fails.

PADEN
What's the problem here?

TYREE
(with venom)
Stay out of it, Paden.

STELLA
He can't do that, Tyree. Cobb's hired
him.

TYREE
That's Cobb's mistake.

STELLA
Come out of there, Phoebe. You've
done enough.

As Phoebe starts to move from between the men, Tyree grabs
her viciously by the arm. In the instant of that movement,
Paden's hand flashes out and draws Tyree's Colt out of its
holster from behind. Garth and Kyle tense as Tyree whirls on
Paden, eyes flaming. But his own gun is pointed at his chest.

PADEN
Get out of here, Jake.

JAKE
All I did was kiss the girl.

PADEN
That's what you said in Turley. You
remember how that ended.

JAKE
What's the matter, Paden? You afraid
I couldn't get those two behind me?

PADEN
I don't want you getting anyone in
my place.

Jake looks at Paden, who motions him out with the gun. Jake
starts to move grudgingly, but first flashes Phoebe a big
"see you later" look. He goes out.

TYREE
(to Paden)
I should have killed you a long time
ago.

Paden flips the gun in his grasp and hands it to Tyree, butt
first.

PADEN
Why not now?

The situation is now totally reversed, and no one can quite
believe it. Tyree cocks the gun. At the poker table Slick
lifts his pant leg, revealing the handle of a custom-made
dagger secreted in his boot.

STELLA
Don't do it, Tyree. I just lost a
partner. If you kill him, I'll never
get anyone to work here.

Tyree considers for a moment, then holsters his gun. To Stella --

TYREE
Better start looking.

He goes out. Garth and Kyle follow. Phoebe hurries away from
Stella's hard look. Slick relaxes. The piano kicks in. Paden
leans against the bar toward Stella.

STELLA
You really are a gambler.

PADEN
Give me some of the good stuff.

EXT. ROOMING HOUSE - DAY

A door opens on the upstairs porch and Rae emerges, giggling
and buttoning her dress. A hand reaches out and pulls her
back inside for another squealing embrace. She pushes herself
free and comes outside again, then starts down the exterior
stairs. She is almost to the bottom when she stops suddenly.

Mal stands at the bottom of the stairs. They look at each
other a long time. Conflicting emotions race across Rae's
face, but the winner is cold anger.

MAL
Hello, Rae.

RAE
What are you doing here? I thought
you were done with our family.

MAL
Daddy's dead.

Rae seems to sway, then sits down on the stairs above Mal.
For a moment she is somewhere else, but when she returns,
her look is as hard as before.

MAL
He was murdered.

RAE
Who did it?

MAL
I'm not sure, but I got an idea. And
when I am sure, they're going to
pay.

RAE
(bitter)
Oh that's just fine. Where were you
when Ma and Daddy needed you? It's
too late, Mal. Now you finally show
up and all you can think of is to
get yourself killed.

Now Slick comes down the stairs behind Rae, pulling on his
jacket. Mal glares at him; this is who can buy his sister
now.

SLICK
Are you all right, Rae?

RAE
Yeah, I'm okay.

Slick seems unperturbed by Mal's glare. To Rae --

SLICK
Will you introduce me to your friend?

RAE
He's not my friend. He used to be my
brother.

SLICK
(offers his hand to
Mal)
Calvin Stanhope... but my mother
called me Slick.

Mal just looks at the proffered hand. Slick retracts it
without offense.

SLICK
I know what you're thinking, mister,
but I think Rae's a special lady.
Excuse me.

Slick comes down past Mal and moves off. Mal watches him go,
then turns to Rae.

MAL
What are you doing here, Rae? This
ain't for you.

RAE
It's none of your business.

MAL
Rae, all we got is each other.

RAE
(standing up)
I don't have any family any more.

She brushes past him and is gone.

OMIT

EXT. BRADLEY'S PLACE - NIGHT

Carol, Bradley's daughter, and a Friend are playing on the
roof of the farmhouse, above the noisy activity of the
welcoming celebration. Now Bradley steps into the foreground.

BRADLEY
Don't fall off of there, you fools!

HOBART
Might do them some good, Daniel. I
wasn't worth a damn until I fell off
the barn on my head.

The two men turn to look at the dancing. It's a festive scene
all around: tables are laden with food near a large bonfire,
a few of the covered wagons are pulled up nearby, children
dart about before the pick-up band of musicians.

Now we see, here among the sodbusters, whirling by with a
comely lass, Jake, looking mighty slim without his double
gunbelt. He and his partner glide by Emmett, who stands
shouting over the din with Hannah and Mr. and MRS. PARKER.

MRS. PARKER
Hannah's the hardest-working gal I
ever saw.

MR. PARKER
It's going to be all right.

EMMETT
I wish you the best, Mrs. Parker.

Mr. Parker twirls his wife off into the dance. Emmett and
Hannah, a slightly awkward couple, stroll away from the music.
This is the first time Emmett has seemed less than certain.

EMMETT
The Parkers seem like nice folks.

HANNAH
They've been kind to me.

EMMETT
(after a few steps)
Paden sends his best.

HANNAH
(smiles)
I guess I put a good scare into him.

Emmett smiles in agreement.

HANNAH
I'm surprised to see you out here
tonight.

EMMETT
I just came out to say goodbye.

HANNAH
(stopped)
Goodbye?

EMMETT
Yeah, me and Jake will be heading
out for California soon.

Hannah is silent for a moment. She sits down at one of the
tables and looks at him. For the first time there is a
softness in her voice.

HANNAH
You came all the way out here to
tell me you're going to California?
All you had to do was go, and we'd
never see each other again.

EMMETT
That's why I'm here.

She gives him an odd look, a soft challenge to his reticence.

HANNAH
Why?

He sits down beside her and looks at his boots.

EMMETT
You don't make it easy on a fellow.

HANNAH
Didn't Paden tell you that?

Emmett smiles at that and looks into her lovely eyes. After
a long moment --

HANNAH
Maybe you thought you'd be back this
way someday.

EMMETT
Yeah... that must have been it.

UP ON THE ROOF of the farmhouse, Carol is yelling and
gesturing to her oblivious father below, while her Friend
stares frozen into the night.

Jake is wiping his brow as he stands at the edge of the
dancers. He looks up at Carol quizzically.

Only now do we hear it, over the din of the music: the THUNDER
of hooves. Out of the night, streaming around the farm
buildings, comes a horde of masked Cowboys, McKendrick's
men. They send up a horrible yell and begin firing their
weapons in the air.

Their arrival is so sudden that the celebrants are frozen in
their places, mothers hugging children to them, men far from
their weapons. There are SCREAMS.

Emmett grabs a panicked child from the path of the horses
and moves back, passing her to Hannah. He's trying to gauge
his response in the midst of all these innocents.

Two Cowboys have roped opposite ends of a section of fence
and now pull the deadly drag, already thick with ravaged
corn, through the barnyard, knocking over everything in its
path.

Jake slides through the chaos toward his gunbelt, hung on a
peg on the barn wall.

A Cowboy pulls the gate from the pigsty, and the pigs squeal
out. Another Cowboy begins shooting them with a Henry rifle.
On the roof, Carol looks in horror at the death of her prize
sow.

Emmett is herding as many Settlers as he can toward the cover
of the barn.

Bradley edges toward the door of his farmhouse.

Hobart is urging some women between two wagons. A Cowboy
rides by and kicks him viciously.

Hoyt pulls up, looks around, then gestures to some of his
men. Two Cowboys with prepared torches in their hands ride
up to the bonfire and swing low, lighting their firebrands.
One moves ahead toward the farmhouse, reins his horse, and
heaves the torch high in the air toward the roof on which
the two children perch.

In the air, the tumbling flame suddenly explodes at the ROAR
of a shotgun. Sparks shower harmlessly to the ground.

Bradley has shot it out of the air with one barrel of his
shotgun. The blast has created a momentary, shocked lull in
the attack. Bradley looks wild.

Emmett watches, fearful. His hand is on his gun.

Hoyt looks at Bradley. Bradley swings the shotgun around
toward the other torch-bearer.

The Cowboy who tossed the first torch shoots Bradley dead.
Carol screams.

Emmett looks across the yard at Jake, who steps out from the
cowering homesteaders, a gun in each hand. Emmett draws and
kills the man who shot Bradley. Now all the Settlers hit the
dirt.

Jake fires from both hands repeatedly. One Cowboy dies and
another takes it in the arm. The man who was shooting the
pigs swings his rifle around toward Jake, and Emmett kills
him with one shot.

Hoyt reacts big to the presence of deadly wolves in the midst
of these sheep. He peers through the tumult, trying to see
their faces. His Cowboys are shooting wildly into the crowd
now, but he rides through them, signalling a retreat.

Emmett jumps from the top of a fence to the roof of the house,
the Henry rifle in his hand. He scrambles to the peak of the
roof, where the two children still cower. Bracing the rifle
on the chimney, he takes careful aim. Once... twice... he
fires. One Cowboy dead, one wounded and fleeing.

Hannah runs up to the riderless horse of a fallen Cowboy and
pulls a rifle from its scabbard. She cocks it and fires off
at the retreating Cowboys. Jake mounts a horse Pony Express-
style and rides out of the barnyard.

OMIT

EXT. BRADLEY'S PLACE - NIGHT

LATER. Emmett lowers a weeping Carol to the ground. The girl
rushes toward her fallen father and her mother, who cradles
the body. Hobart intercepts the girl, trying to shield her
from the sight. Emmett's eyes meet Hobart's. Hobart lets
Carol go.

Emmett walks through the devastation to where Hannah stands
dazed, rifle still in hand. Emmett puts his arm around her.
She jumps at his touch, then moves against him. Jake rides
into the barnyard and up to Emmett. He is flushed.

JAKE
There's two more out there walking
home, if they can walk.

Emmett's gaze is caught by something across the barnyard.
Hannah follows his gaze.

Mr. Parker stumbles out of the darkness at the side of the
barn, sobbing. Hannah breaks from Emmett and rushes to Mr.
Parker. When she is beside him, she freezes, staring into
the shadows.

Emmett watches.

EXT. ALLEY/STREET - SILVERADO - DAY

Augie is standing circus-style on the saddle of the pinto as
he rides down the alley. As he approaches the main street,
his foot slips, and he bumps down hard into the saddle. The
horse is barely in his control as he bounces out into the
busier thoroughfare, and into the path of -- An imposing
phalanx of four horsemen: Hoyt, Scruffy, SWANN, and their
boss, ETHAN MCKENDRICK. The pinto shies as the horsemen pull
up abruptly.

AUGIE
Sorry 'bout that.

Swann looks with interest at the pinto, then reaches out and
grabs the reins from Augie's hand.

AUGIE
Hey!

SWANN
Where'd you get this horse, kid?

AUGIE
This is my uncle's horse.

SWANN
The hell it is.

MCKENDRICK
(irritable)
What's the problem, Swann?

Emmett steps off the sidewalk on the other side of the street
and approaches the group, his eyes on McKendrick.

EMMETT
Yeah, what's the problem?

McKendrick turns at the sound of Emmett's voice. Something
powerful flicks through his eyes, but not too many people
would see it.

MCKENDRICK
Emmett.

EMMETT
McKendrick.

Hoyt eyes Emmett, who seems familiar. Emmett looks at Swann
in such a way that Swann releases the reins of the pinto.

MCKENDRICK
I didn't know you were out.

EMMETT
Did it seem short to you?

McKendrick reacts to Emmett's tone.

MCKENDRICK
That's all over as far as I'm
concerned, Emmett. I'm satisfied.

EMMETT
Sounds good.

MCKENDRICK
All right then.
(to his men)
Let's go.

SWANN
Mr. McKendrick, don't you recognize
that pinto?

MCKENDRICK
(doesn't)
What?

SWANN
That's Lee's horse.

HOYT
Shut up, Swann.

Now McKendrick understands. He avoids Emmett's gaze and speaks
to Swann.

MCKENDRICK
Forget it.

EMMETT
Wait a minute. Get down off of there,
Augie.

Augie hops down as Emmett takes the reins. Emmett gives Augie
a look and a small nod, and the boy steps away.

Emmett looks once again at the distinctive brand on the
pinto's flank, a circle with two wavy lines beneath it. Now
he leads the pinto around beside McKendrick's horse so he
can see the brand on that animal. McKendrick has to twist in
his saddle to watch Emmett. The brands are the same. Emmett
looks up at McKendrick. Things are clear between them.

EMMETT
The man who lost this horse must
have been working for you. I should
have known. But you changed your
brand, Ethan.

McKendrick's tone is different now --

MCKENDRICK
A lot of things changed when my father
died.

Emmett lays the reins of the pinto across the front of
McKendrick's saddle, but they might just as well be a
gauntlet. McKendrick picks them up. He and his men move down
the street. Emmett walks over and takes Augie beneath his
arm.

DOWN THE STREET. Hoyt rides close to McKendrick but looks
back over his shoulder.

HOYT
Mr. McKendrick, he was one of them
last night at Bradley's.

McKendrick reacts: more bad news.

INT. LAND OFFICE - DAY

J.T. supervises the newly-arrived Settlers as they file their
homestead claims. There is a battle-weary but resolved air
to the group after the night attack. They are going to stick
it out. The last step in the filing process is to sign in a
large register. Mr. Parker signs and moves away. Hannah steps
up for her turn. Her face is a little harder today, but her
hand is steady.

EXT. LAND OFFICE/HOLLIS HOUSE - DAY

Several of the Settlers' wagons are here, guarded by vigilant,
armed men. Their attitude has become more wary, siege-like.
Parker climbs onto a wagon. Hannah is about to follow when
Emmett approaches with Augie, who runs off around the house.
Several of the Settlers greet Emmett warmly. Emmett looks
closely at Hannah's face.

EMMETT
Are you all right?

HANNAH
This is a brutal land.

EMMETT
You must have known that before you
came.

HANNAH
It's one thing to know it...

She looks off, then bitterly --

HANNAH
We told Sheriff Cobb about the attack.
(with an edge)
He said he'd... look into it.
(Emmett understands)
I can't believe he's the law out
here. Now I see why you all wear
guns.

EMMETT
How's Mr. Parker doing?

HANNAH
Just like you'd think. But he's not
going to run. We're sticking to our
plan. Now we both need help.

Emmett looks her over. He's not liking her any less.

INT. SHERIFF'S OFFICE - SILVERADO JAIL - DAY

Cobb sits with his boots up on his desk. McKendrick sits in
the shadows across the room.

SHERIFF COBB
He must be pretty good.

MCKENDRICK
He's good, all right. Too good for
my men. That's why you've got to
take care of it.

SHERIFF COBB
What about his brother?

MCKENDRICK
We'll handle that. He's careless.

Cobb looks out the window.

SHERIFF COBB
Things are getting messy around here.
(he looks at McKendrick)
I hear Ezra Johnson got himself
killed.

MCKENDRICK
I heard that too.

SHERIFF COBB
Did you hear his son is still around?

McKendrick reacts to that, and Cobb can't suppress a smile.
McKendrick sees it and stands up.

MCKENDRICK
Cobb, looks like you're finally going
to earn your money.

INT. OFFICE - MIDNIGHT STAR - NIGHT

Stella and Cobb have been dividing the receipts between them.
Cobb puts another sum in a leather pouch.

SHERIFF COBB
This'll be for Paden.

Stella is impressed by the amount. Cobb notes her reaction.

SHERIFF COBB
It's an advance. We want him to know
he's going to be happy here.

STELLA
I wouldn't worry about that.

SHERIFF COBB
I thought you two would get along.

Cobb opens the office door and holds it for Stella.

INT. SALOON - MIDNIGHT STAR - NIGHT

Cobb and Stella come out into the saloon, which is not yet
crowded. Stella moves up her ramp behind the bar as Cobb
walks along in front of it.

STELLA
From what I've seen, Paden doesn't
care much about money.

SHERIFF COBB
He says he doesn't care about
anything, but he does. There's just
no telling what it's going to be.

Slick is standing at the bar. Cobb settles in next to him.
They nod at each other.

SHERIFF COBB
Howdy, Mr. Slick.

SLICK
Sheriff.

Cobb turns to Stella, who has put a bottle before him and is
pouring Cobb and herself drinks. Cobb seems to be including
Slick in the following story, though he addresses Stella.

SHERIFF COBB
Let me tell you about your friend
Paden. Me and him and Tyree and a
few other boys did a good bit of
riding together a few years back.
Business, you know, and business was
pretty good. We were moving around a
lot, the way you have to in that
work, and somewhere along the line
we picked up this dog. One of the
boys took to feeding it, so it
followed us everywhere. Anyway, this
one time we were leaving a little
Missouri town in quite a hurry, with
a bunch of the locals on our tails.
The dog somehow got tangled up with
Tyree's horse and Tyree went flying.
Tyree was pretty mad when he jumped
up, so he shot the dog. Didn't kill
him, though. Before you know it,
Paden's off his horse and holding
the dog. He'd gone all strange on
us. Said we should go on without
him. I thought he was kidding at
first. But he wasn't. Tyree was ready
to plug 'em both. And all this with
the posse coming down on us. Here I
thought we were pals after all that
riding. And suddenly he's more worried
about a mutt. So we did like he asked
and left him. He went to jail for a
dog.

Stella has been listening intently. Now her glance shifts:
Paden has walked up beside Cobb. Cobb lifts his glass to
Paden with a grin, but speaks to Stella.

SHERIFF COBB
And you want to hear the funny part?
Paden didn't even like the damn dog.

Paden gives Cobb an odd glance but smiles.

PADEN
It evened out in the end. They locked
me up, but the dog sprung me.

Cobb and Slick laugh, but Stella just watches Paden.

STELLA
Where's the dog now?

PADEN
He left me.

Cobb takes the bottle and a couple glasses.

SHERIFF COBB
C'mon, Paden, I'll buy you a drink.

Cobb leads Paden to a table in the corner. As Paden sits
down, Cobb drops the pouch on the table. Paden glances at
the contents as Cobb pours the drinks.

SHERIFF COBB
I took out thirteen dollars.

PADEN
This is a lot of money.

SHERIFF COBB
I told you this was a sweet set-up.

PADEN
It is that.

SHERIFF COBB
Maybe you could run it without Stella.

Paden looks sharply at Cobb. With some heat --

PADEN
This is her life. I'll go before she
does.

Cobb is amused but not surprised.

SHERIFF COBB
Easy, boy. Just an idea.

PADEN
Well, thanks, but forget it.

SHERIFF COBB
You know, Paden, what makes all this
work is me doing my job. The fellows
you came to town with are causing
some trouble. It's going to take a
little straightening out. I have my
responsibilities. I want you to
understand. It has nothing to do
with us.

Paden looks at Cobb a long time, then at his drink.

PADEN
What is it you want from me?

SHERIFF COBB
Nothing. Do nothing. Don't get between
us.

PADEN
I'm a great believer in doing nothing.

SHERIFF COBB
So we understand each other?

PADEN
Don't worry about me. If you're taking
on Emmett, the last place I want to
be is between you.

EXT. ARROYO - OUTSIDE SILVERADO - DAY

We move along the burnished barrel of the old Henry .44 rifle
to Emmett's eye, sighting along its length.

Now we see his target. In the distance is a small cactus
plant. Emmett squeezes off a shot. The cactus does not move.
He aims again and fires quickly. Again, nothing at the cactus.

AT THE CACTUS. Now we're right behind the target plant, Emmett
in the distance. When he fires, a thin needle at the top
edge of the plant is blown away, the bullet leaving a shallow
trough in the green skin. He fires again, and the next needle
disappears. Now there are four troughs. He's been hitting
from the start.

Emmett lowers the rifle, walks back to his horse tied nearby,
and leaves the rifle, then moves away from the horse again.

He stops, looking at a can in the dust fifty feet away. He
shakes the fingers of his gun hand once, then very quickly:
he draws his Colt and fires. The can jumps into the air.
While it is still moving, Emmett holsters the gun, releasing
it, then draws again and fires. As the can jumps once more,
Emmett repeats the action. Six times he draws. The can doesn't
stop moving until after the last shot.

The horrible NOISE echoes away as Emmett holds the empty gun
before him. From behind a rock ahead of him, Deputy Garth
appears.

GARTH
You're empty, mister.

Emmett immediately begins to bolt toward his horse. A lasso
settles around his arms and whips him viciously backwards.
In a second he is back on his feet and running like a bull
toward Deputy Kyle, who has stepped from the brush to throw
the rope. Immediately a second lasso catches Emmett from the
other side and pulls taut. A deputy on horseback, CHARLIE,
has roped him. Charlie and Kyle pull their ropes, yanking
Emmett onto his back.

Now appearing around a bend in the arroyo is Tyree, a nasty
glint in his eye. He rides hard directly toward Emmett. Emmett
watches the pounding hooves approach. He struggles but can't
move. Tyree's horse thunders over him, one hoof catching his
side with a sickening THUD. Emmett writhes in agony.

Tyree turns his horse and heads back. Kyle pulls harder on
his rope. Tyree rides over Emmett again, but we can't see
the damage for the dust. Tyree walks his horse over and looks
down, as Garth, Kyle, and Charlie converge.

Emmett's head is bleeding, his body crumpled. But he looks
up at them through pain-squinted eyes.

GARTH
Ain't you dead yet, mister?

TYREE
Cobb said he'd be hard to kill.

They all laugh at this.

TYREE
(to Emmett)
Guess you couldn't hear us coming.
(to the others)
He was practicing so hard for a fight,
he missed the whole thing.

The others cackle. Garth draws his gun.

GARTH
So long, stranger.

He starts to lower the muzzle toward Emmett. There is the
echoing CRACK of a shot and the gun flies from Garth's
shattered hand.

Mal stands on a rock above them, his rifle pointed.

MAL
I don't want to kill you, and you
don't want to be dead. Drop your
guns.

The other deputies exchange glances as Garth bends in pain.

KYLE
He can't be that good, Tyree.

TYREE
Do you want to find out?

CHARLIE
(dropping his rope)
I think we should do like he says.

As the others start to unbuckle their holsters, Charlie, the
compliant one, draws on Mal. Mal shoots him out of the saddle,
dead. The others freeze.

EXT. TRAIL - BASE OF HILLS - DAY

Mal comes into view, leading a motley remuda. Emmett is tied
onto his horse, unconscious. The four deputies' riderless
horses are strung along behind. All their guns have been
tied on Emmett's horse. Now Mal releases the extra horses
and shoos them away. He leads Emmett's horse up the trail
into the hills.

EXT. CAVE - DAY

Emmett and Mal's horses are tied near the entrance.

INT. CAVE - DAY

Mal has tended to Emmett's head wound and now binds a large,
ugly bruise on his ribs. Emmett, half-conscious, writhes in
pain, and now his eyes flicker open. Confused, he makes a
futile attempt to rise.

EMMETT
...Gotta go...

MAL
Sure.

Emmett passes out again.

EXT. ROAD - OUTSIDE SILVERADO - DUSK

The three surviving deputies, gunless, trudge along the road.
Garth holds his wounded hand close to his body.

INT. CAVE - DUSK

Emmett lies sleeping in the flickering light of the fire.
Mal sits nearby, his Henry rifle lying at his feet. He is
examining the Henry that Emmett had at the arroyo. Emmett
wakes up, wincing.

EMMETT
Where are we?

MAL
Someplace safe. How you feeling?

Emmett's look makes it clear -- "bad".

EMMETT
I'd be worse if you hadn't come along.

MAL
I didn't just come along. I was
looking for you.
(Emmett doesn't
understand)
Jake said you were out there. I saw
him in town, and he told me about
that business the other night. Said
you boys took a Henry off one of
McKendrick's men. I wanted to see
it.

EMMETT
That's it.

Mal looks at the rifle in his arms sadly.

MAL
This was my father's. The men who
killed him took it.

EMMETT
(looks at him a moment)
I'm sorry.

Emmett tries to move his pain-racked body.

EMMETT
I gotta get to my brother. If they
came after me, they'll want him too.

MAL
You'll never make it.

EMMETT
(still trying)
Have to.

Mal reaches out with a strong hand and eases Emmett back
down.

MAL
I'll go. I'll bring Jake out here.

EMMETT
(after a long look)
Be careful. You're in it now. And
it's gonna get mean.

MAL
So far that's all I seen in this
life.

EXT./INT. LIVERY STABLE - EDGE OF TOWN - DUSK

It's quiet here, nobody around. We move up to the hay-loading
window at the loft level. Now Jake dives into view, leaping
from the hayloft to a beam and flipping completely around
it. We hear GIGGLES. Phoebe climbs the ladder onto the loft
and looks in wonder at her manic companion, who now flies
back onto the loft. They look at each other with hungry
anticipation.

EXT. ALLEY/STREET NEAR HOLLIS HOUSE - NIGHT

Mal, on foot, makes his way cautiously through the gloom to
the end of the alley. He looks over at the Hollis home and
land office, windows aglow. Now Mal spots a Cowboy down the
street smoking a cigarette as he leans against a hitching
post. Mal is peering at him uncertainly when the front door
of the Hollis house opens, and Kate steps out onto the porch.
The Cowboy steps quickly back into the shadows, and Mal notes
it.

Kate vigorously shakes a tablecloth over the railing and
turns back inside, talking as she goes.

KATE
Augie, I've had enough of this. Kiss
your father and get in bed.

She closes the door behind her. Mal sees the cowboy called
Red coming down the street and hurries away in the direction
he came from.

Red comes up to the WATCHING COWBOY.

RED
No sign of him yet?
("no")
He ain't at the saloon either.

WATCHING COWBOY
Where is that boy?

INT. RAE'S ROOM - MIDNIGHT STAR (SECOND FLOOR) - NIGHT

Rae is finishing her evening's makeup in the cracked mirror
of her cramped, little room. Mal slides in the door behind
her, closing it quickly. He carries his rifle. She sees his
reflection and stiffens but continues making up.

RAE
Get out. We have nothing to talk
about.

MAL
Rae, I need help.

RAE
Why come to me?

MAL
Because you're my sister. There's
nobody else.
(a beat)
The men who killed Daddy are after
Jake. I gotta talk to him.

RAE
What's stopping you?

MAL
They're watching the Hollis place. I
can't get through.

RAE
What makes you think I could?

MAL
Why would they stop you?

RAE
(bitter irony)
Because I'm your sister.

Mal sits down on her bed. She looks at him a moment.

RAE
Wait here.

INT. SALOON - NIGHT

Stella is working behind the bar. Slick is playing poker at
a table nearby. Now Rae appears and whispers in his ear. He
throws in his cards, gets up, and follows her toward the
stairs. Stella watches.

INT. RAE'S ROOM - NIGHT

Mal looks up as the door opens, then stands up when he sees
that Rae has brought Slick with her.

MAL
Why him?

RAE
Shut up. You need help, don't you?

EXT. CHURCH - SILVERADO - NIGHT

We are looking up at the church steeple from across the
square. Now Slick steps into the foreground, looks around,
and waves someone on from behind. Mal comes into the frame.

SLICK
(quietly)
Jake said he'd meet you behind the
church. Be careful. They're all over
the place.

Mal's opinion of Slick has softened. He offers his hand.

MAL
Thanks.

SLICK
(shakes hands)
Good luck.

Mal looks around, then slips away toward the church. Slick
stands and watches.

EXT. BACK OF CHURCH - NIGHT

Mal comes around the corner of the building. Cobb is lounging
comfortably on the back steps. Mal aims his rifle, but Cobb
doesn't move.

SHERIFF COBB
You must be Ezra Johnson's boy.

Mal cocks the hammer.

SHERIFF COBB
Don't shoot the sheriff. It's against
the law.

Three deputies appear quietly out of the shadows behind Mal,
their guns pointed. The door behind Cobb opens, revealing
Garth, his hand bandaged. Mal lowers the rifle.

SHERIFF COBB
So's killing a deputy.

Tyree comes up behind Mal and takes the rifle from his hand.
Suddenly he hits him in the kidney with the rifle butt. Mal
goes down.

SHERIFF COBB
We're going to give you a fair
trial...

Garth has come down the steps and over to Mal. He holds his
bandaged hand out in front of him, then kicks Mal viciously.

SHERIFF COBB
...followed by a first-class hanging.

Finally Cobb gets up and walks over to look down at Mal.

SHERIFF COBB
Or you can ride out of here before
dawn.

Mal turns his head so he can look up at Cobb.

SHERIFF COBB
All you gotta do is tell me where to
find your friend Emmett.

INT. SALOON - MIDNIGHT STAR - NIGHT

Rae is serving drinks at a table in the noisy saloon. She
sees Slick come in. Their eyes meet, but he goes to the bar
and orders a drink. She hurries over there. Slick throws
back a shot and turns to her, upset.

SLICK
Did your brother tell you he killed
a deputy?

Rae is taken aback.

SLICK
Jake never showed up. Sheriff Cobb
arrested Mal. Took him off to jail.

Rae begins to crack. Slick takes her into his arms. Stella
moves up behind the bar, looking closely at Rae.

STELLA
What's going on here, Rae?

INT. CELLBLOCK - SILVERADO JAIL - NIGHT

Close on Mal as he dabs at a split lip with the tail of his
shirt. He's sitting on a cot in a cell. He has been beaten
more. As the door to the outer office clangs open, he reacts
with resignation; here comes more pain. But when he looks
up, it is Paden standing outside the bars. Behind Paden,
Garth throws a hostile look at Mal and goes out. Paden notes
Mal's condition. Mal regards Paden coolly.

PADEN
Why are they doing this, Mal?

MAL
Because they enjoy it.

PADEN
I heard from Stella you were trying
to find Jake. What happened to Emmett?

MAL
You don't know?

Paden takes the rebuke and shakes his head "no".

MAL
Cobb's men just about killed him.
That's what happened.

Paden reacts.

MAL
I got there just short of too late.

PADEN
(pained)
Lucky.

Mal snorts derisively at that and glances around.

MAL
Yeah, it's working out real good.

PADEN
Where's Emmett now?

Mal gives him a disbelieving look.

MAL
You're working for Cobb these days,
aren't you?

Paden grimly acknowledges that.

MAL
Your friends have been beating me to
find that out. You think I'm gonna
just tell you?

Mal gets up to face Paden, separated by only a few inches
and the steel bars.

MAL
You waltzed in here pretty easy, and
you can go out the same way.
(motions him away)
Me they're figuring to carry out.

Paden knows that no explanation will suffice here. Sadly, he
turns away from his former riding companion and leaves.

OMIT

EXT. ALLEY BEHIND MIDNIGHT STAR - NIGHT

Rae waits nervously behind the noisy saloon, peering into
the darkness. Now she sees what she's been waiting for: Paden
comes out of the shadows. His mind elsewhere, it takes him a
moment to focus on Rae.

RAE
Is he all right?

PADEN
(considers a moment)
It looks bad, Rae. He's a hard man,
and he won't give them what they
want. It's gonna cost him.

RAE
Can't you stop them?

PADEN
I don't think so.

Rae begins to cry quietly and leans against a wall. Phoebe
appears from the other direction and goes up to Rae.

PHOEBE
Rae? It's Phoebe.

EXT. REAR OF HOLLIS HOUSE - NIGHT

Jake has put his horse in the little corral behind the Hollis
house. He whistles as he goes up onto the back porch and in
the door.

INT. KITCHEN/SITTING ROOM (HOLLIS HOUSE) - NIGHT

There is one, dim lamp burning in the room. Jake sails his
hat across the room onto a hook, picks up a match, and lights
a second lamp. He calls out softly.

JAKE
Kate?

He picks up the lamp and moves toward the dark office at the
front of the house and the stairs which lead upstairs. He
steps through the door and freezes. A cocked six-gun appears
near his ear.

INT. LAND OFFICE (HOLLIS HOUSE) - NIGHT

In the light of Jake's lamp he sees: four masked men have
Kate, J.T., and Augie gagged and held at gunpoint. The little
boy is in his nightshirt. For one long moment Jake seems to
be considering a play. McKendrick is the one with the gun to
Jake's head.

MCKENDRICK
Don't.

EXT. ALLEY BEHIND MIDNIGHT STAR - NIGHT

Rae has been tearfully telling Phoebe her story as Paden
stands nearby.

PHOEBE
Looking for Jake? Jake's been with
me all evening. I just left him.

PADEN
(suddenly alert)
Where is he now?

PHOEBE
He went home.

Paden takes off running into the darkness. Phoebe looks after
him, confused. Rae grabs her by the shoulders.

RAE
All evening? Even after Slick came?

PHOEBE
Slick?

Rae begins to understand an awful truth.

EXT. STREET IN FRONT OF HOLLIS HOUSE - NIGHT

A masked man (Hoyt) steadies Jake, hands bound behind his
back, on one of the horses Red and the Watching Cowboy have
brought up to the front of the house. Another of the men
(Scruffy) is just coming out onto the porch.

INT. LAND OFFICE - NIGHT

Inside only two masked men remain, McKendrick and Swann.
J.T. watches them with hostile eyes. Swann notices Kate
peering out the window at Jake.

SWANN
Take a long look, lady. It's the
last you'll see of him.

MCKENDRICK
Shut up.

McKendrick has been looking thoughtfully at the ledgers and
records shelved around the land office. Now he picks up the
lamp Jake brought into the room. It lights his eyes above
the bandana mask. They lock with J.T.'s . McKendrick heaves
the lamp into the shelves. Kerosene flames engulf the ledgers.
McKendrick starts to move toward the door.

J.T. snaps. He picks up a heavy register book and hurtles it
with enormous force, hitting McKendrick in the back of the
head and knocking him down. J.T. dives for McKendrick's gun.

Kate watches in terror, then sees Swann point his gun at the
scrambling J.T. She grabs Swann's arm, and his gun fires
into the floor.

J.T. comes up with McKendrick's gun and fires quickly at
Swann, who has thrown off Kate. Swann, hit in the shoulder,
crashes back through a window and out onto the porch.

EXT. STREET - NIGHT

Jake reacts in anguish and twists in his saddle. Hoyt points
a cocked gun at him.

INT. LAND OFFICE - NIGHT

Scruffy, back at the door now, fires twice into J.T., slamming
his big body backward against the base of a counter.

Kate's scream is muffled by her gag. Augie, eyes wide, darts
to his father's body, but rather than embrace him, he pries
the gun from J.T.'s fingers and raises it toward Scruffy.
Kate sees what's happening and leaps at Scruffy. He viciously
pistol-whips her. Her unconscious, falling body knocks the
gun from Augie's hand.

McKendrick is straightening now, his head clearing. His
bandana has fallen from his face. He looks in horror at the
wounded Hollises. Augie stares at his revealed face.

Scruffy's gun is cocked and pointed at Augie.

MCKENDRICK
Stop it!

SCRUFFY
He saw you.

McKendrick hates the way it's gone.

MCKENDRICK
Bring him with us.

EXT. END OF STREET - NIGHT

Paden runs up. Down the street in front of the Hollis house
a mass of men and horses, lit by the growing flames, thunders
away into the night. Paden races toward the house, as
neighbors rush about raising the alarm.

EXT. HOLLIS HOUSE - NIGHT

Paden runs up to the open front door and is momentarily
stopped by the heat.

INT. LAND OFFICE - NIGHT

In among the flames a bleeding Kate is desperately trying to
drag J.T.'s inert bulk to the door. Paden reaches her, picks
her up, and runs out. Two neighbors pass him on their way to
J.T.

EXT. STREET IN FRONT OF HOLLIS HOUSE - NIGHT

A chaotic scene as the fire-fighting is organized. Several

Neighbor Women help Paden ease Kate down on a blanket.

KATE
Help J.T.!

NEIGHBOR WOMAN
Where's Augie?
(to Paden)
Her boy must be upstairs!

Paden rises as if to go back in, but stops at --

KATE
No, no... they took him. They took
my Augie.

Paden reacts to this, then turns as the two neighbors lay
J.T.'s body nearby.

INT. SALOON - MIDNIGHT STAR - NIGHT

Word of the fire has not reached here, and normal, noisy
activity reigns. Slick is dealing a three-man poker game.

Rae watches him from across the room, then takes a drink
over to him. When she places it before him, he looks up
appreciatively, then goes back to his game. She puts her
arms around him from behind and kisses his neck, then slides
sensuously into the empty seat beside him. He ignores her
adoring look and roaming hands, but smiles as he plays.

BENEATH THE TABLE. Rae's left hand roves excitingly high on
Slick's thigh. Now, so smooth and quick we barely see it,
her right hand lifts his trouser leg and slips the custom-
made dagger from his boot.

Slick deals a hand. Rae watches him thoughtfully. The swinging
doors behind them crash open, and a TOWNSMAN bursts in.

TOWNSMAN
Fire! The land office is on fire!

Most of the patrons rush out, including the players in Slick's
game, who grab their chips first. Slick peeks at one of the
thrown-down hands out of curiosity, then rises slowly.

SLICK
Shall we take a look?

Rae nods, and when she rises to take his arm, her hands are
empty.

EXT. STREET IN FRONT OF HOLLIS HOUSE - NIGHT

The townspeople have formed a bucket brigade in a losing
battle with the fire at the Hollis house. SHOUTS fill the
air above the ROAR of the inferno.

Stella is among the new arrivals from the saloon. She is
stopped by the sight of Kate, bloody and hysterical, being
borne away. Horrified by the scene, Stella now snaps out of
it and begins YELLING ORDERS to the saloon patrons to help
fight the blaze.

Paden is only a few feet from the flames, at the head of the
bucket line. He is in shirt sleeves, sweaty and sooty. The
heat of the fire is driving the line back. The Townsman next
to Paden yells to him --

TOWNSMAN
There's no way! It's a goner!

Cobb, Tyree, and Kyle appear from the shadows. Cobb takes in
the scene and spots J.T. being carried across the street. He
motions Tyree over to investigate, then moves toward the
fire.

Slick and Rae arrive within the light of the blaze. Slick
watches with detached interest, but Rae's gaze quickly locks
on Cobb moving through the chaos. She sees him now with new
eyes.

Phoebe, crying, watches as J.T.'s limp body is hurried off
on a stretcher, DR. SKINNER in attendance. She turns and is
face to face with Tyree, who grasps her arms. She regards
him with revulsion and fear, then breaks from him and runs
off.

Cobb moves up next to Paden.

SHERIFF COBB
Give it up.

Paden glances at him, then throws more water on. But now the
bucket line slows to a halt. The townspeople fade back a
little to watch the inevitable.

SHERIFF COBB
I hate to see this kind of thing in
my town.

Paden glares at Cobb, who is watching the fire.

SHERIFF COBB
I'm going to have to look into this.

PADEN
Yeah, maybe I will too.

SHERIFF COBB
(looks at him)
I thought we talked about that.

PADEN
We didn't talk about this.
(a beat, indignant)
They took the little boy, Cobb.

Paden moves off toward a nearby hitching post, where he has
left his gunbelt and hat. Cobb looks after him a moment,
then follows. They are now a short distance from the
onlookers. Paden straps on his gunbelt, but his eyes are on
Cobb as he approaches, silhouetted against the flames.

SHERIFF COBB
You're still worried about the dog,
aren't you?

Paden ties his holster to his thigh.

SHERIFF COBB
You gotta calm down, Paden. Everything
will be put straight in a few days.

PADEN
I saw how you're putting Mal Johnson
straight.

Something flicks through Cobb's eyes. He turns slowly and
looks at the scene behind him. At the edge of the crowd a
tired Stella sits on an overturned bucket, watching the fire;
she wipes her sweaty brow with the sleeve of her dress. Still
looking that way --

SHERIFF COBB
I never could count on you to be
reasonable.
(turns back to Paden)
Don't force me to make an adjustment
around here.

PADEN
Cobb, you've got nothing I need.

SHERIFF COBB
I'm not thinking about your future,
Paden. I'm worried about Stella.

PADEN
What's she got to do with it?

SHERIFF COBB
Not a thing. She's just a mutual
friend.
(a beat)
But if you wind up on the wrong side
of this, she's going to get hurt.

Paden stares at Cobb, but now his eyes follow Cobb's right
hand, which swings up to Paden's shoulder.

SHERIFF COBB
I'm just trying to save you from
yourself. Don't change your luck.

Cobb lets his hand drop and begins to move away.

SHERIFF COBB
Get some sleep, Paden. Things'll
look better tomorrow.

Paden watches as Cobb walks over to Stella. Cobb takes a
handkerchief from his pocket and squats before Stella. He
starts to wipe her forehead solicitously, but she takes the
handkerchief from his hand. Cobb looks back at Paden as he
rises and moves off.

Paden turns and looks into the leaping flames. Our eyes can
barely discern the change as these flames dissolve into
others, the fire now in --

INT. CAVE - NIGHT

The low fire illuminates Emmett, who is sitting on the hay.
He is sweating badly and seems to be concentrating on some
rigorous task. Now we see what it is -- to stand up. He
struggles to his feet, wincing in pain, his hand steadying
against the rock. When he is upright, he tries to clear his
head and finally lets go of the wall. For a moment he seems
all right. Then, suddenly, he drops heavily back to the floor.
The fall sends more pain shooting through his ribs. He's
going nowhere.

EXT. STREET IN FRONT OF SILVERADO JAIL - NIGHT

Middle of the night. All is quiet, no one on the street. Rae
watches from the shadows across the street as DEPUTY FOX
leaves the jail and moves away. Rae goes toward the jail.

INT. SALOON - MIDNIGHT STAR - NIGHT

The place is nearly deserted. Paden sits alone at a table
killing a bottle of the good stuff. Stella watches him pour
another drink.

STELLA
Can't you drink any faster? We need
the bottles.

Paden throws her a look as she takes one of the empty chairs.

STELLA
What is it that I can't figure?

PADEN
What do you mean?

STELLA
Cobb's got something on you, and it
must be pretty good.

Paden is impressed, even at this late date, by her acuity.

PADEN
What makes you say that?

STELLA
If he didn't you'd never sit still
while this was happening.

PADEN
You sure? Maybe that's the kind of
friend I am.

STELLA
(laughs derisively)
Nah!
(moving on)
What's he got? This is a nice saloon,
but there are other nice saloons.
It's not the money. Not for you. Why
can't I get ahold of it?
(watches him take a
drink)
Cobb says there's no telling what
you're going to care about.

PADEN
(bitterly amused)
Is that what he said? Well, he figured
it okay this time.

She regards him as he looks at his glass. Then he looks up,
and for one moment their eyes meet. Paden, uncomfortable,
quickly looks away. In that second, she understands her own
role in this. And she is deeply moved. They are silent
together.

INT. CELLBLOCK - SILVERADO JAIL - NIGHT

Mal looks up as the door to the outer office clangs open.
Deputy Garth comes in with Rae in tow. Mal comes to the front
of his cell.

GARTH
Look who's here, Johnson, it's your
sweet little sister. You remember
her, works at The Midnight Star.
Everybody knows her.

Mal and Rae look at each other.

GARTH
She wanted to see you. Course I had
to search her. I'm not sure I did a
good job. Might have missed something.
(holds up his bandaged
hand)
Only got one good hand, you know.

Rae steps toward Mal, but Garth suddenly grabs her arm and
flings her back against the wall opposite Mal's cell. He
moves close to Rae and slips the big ring of keys over his
bandaged right hand, freeing his left. He looks once at Mal,
then down Rae's body. His left hand fondles her.

GARTH
Maybe I better check her a little
closer.

Mal's eyes flame as Garth takes Rae in a lascivious embrace.
Suddenly Rae dips to one side within his arms. Her hand comes
up from her boot with Slick's dagger and plunges it into
Garth's back. The deputy jolts back a few steps in shock,
already pulling a six-gun from his belt with his left hand.
He fires once into Rae's body. She goes down.

Garth is cocking the gun again with weakening fingers when
Mal's hand encircles his neck and pulls him violently back
against the bars. Garth's gun clatters away down the hall.

EXT. STREET IN FRONT OF SILVERADO JAIL - NIGHT

Deputy Fox has heard the shot and is running toward the jail.

INT. CELLBLOCK - NIGHT

Garth, his neck broken, lies crumpled outside Mal's cell.
Rae is unconscious and bloodied against the far wall. The
large key ring is on the floor under Garth's leg and out of
Mal's reach. Mal's anguished gaze darts from Rae to the keys
as he begins to drag the dead weight of Garth's leg toward
the bars. The key ring is dragged a few inches, then slips
free. Mal tries again, then hears the front door SLAM open
in the outer office. Mal looks at the gun lying useless down
the hall.

INT. SHERIFF'S OFFICE - SILVERADO JAIL - NIGHT

Fox draws his gun as he rushes across toward the cellblock
door.

FOX
Garth! You in there, Garth?

INT. CELLBLOCK - NIGHT

The keys still lie in the middle of the hall, the gun down
at the end.

Fox comes through the door, gun raised, and takes in the
sight of the two bodies. He looks up in surprise as Slick's
dagger flies into his chest with a THUNK. Fox dies.

Down the line of bars, Mal's right arm is extended into the
corridor, as it was when he released the knife.

INT. SALOON - MIDNIGHT STAR - NIGHT

Paden is leaning all the way over the bar to extract a glass
from beneath it. He straightens and walks back to the table,
where Stella still sits. Now, however, she has drawn her
legs up before her on the chair and is hugging her knees,
deep in thought. The saloon is now empty save for these two.

Paden pours them each a drink and hands Stella's to her.
This brings her back. He clinks his glass with hers and toasts --

PADEN
To my midnight star.

They exchange a long look, then drink.

STELLA
Cobb's using me to stop you. So good
people are being hurt because of me.
(a beat)
That makes me mad.

Listening closely, he finds this last bit endearing.

STELLA
Some people think because they're
stronger -- or meaner -- they can
push you around. I've seen a lot of
that. But it's only true if you let
it be. The world is what you make of
it.

PADEN
I like your attitude. But it can be
risky.

STELLA
I'm ready for that.

There is a challenge in her eyes as she reaches out and slides
the whiskey bottle away from him.

STELLA
How about you?

PADEN
I don't want you to get hurt.

STELLA
He can't hurt me if he's dead.

Paden looks at her with growing appreciation. A light is
coming back into his face. A smile slowly grows on his lips,
mirroring hers.

The door behind the bar bangs open, and Phoebe comes out,
breathless.

PHOEBE
Stella, come quick!

INT. SUPPLY ROOM - MIDNIGHT STAR - NIGHT

Phoebe leads them into the dimly-lit room and goes to her
knees beside Rae, who lies wounded on the floor. Rae is semi-
conscious and moaning. Stella stoops to examine her wound.

PHOEBE
(crying)
She sprung her brother... all by
herself! And this is what happened...
He brought her here.

PADEN
Where'd he go?

PHOEBE
I told him about Jake and the little
boy. He went off after Emmett.

STELLA
(to Phoebe)
Stop your crying. Go get Doc Skinner
and bring him to the shed.
(to Paden)
Pick her up.

Phoebe hurries out. Paden kneels next to Stella.

STELLA
I've got a place I can hide her.

PADEN
You better get in there with her
until this thing is over.

INT. CAVE - NIGHT

Emmett works by the light of the fire, checking one of the
guns taken from the deputies. He hears something we do not,
but continues to work for a few moments more. Now we hear
it: an approaching rider. Emmett stands up gingerly and moves
painfully back into the shadows. He is much improved but
still tentative.

Mal comes into the cave carrying his Henry rifle. Emmett
reappears, lowering his gun.

EMMETT
I didn't think you were going to
make it back.

Mal steps into the light, revealing his bruised face.

MAL
I almost didn't.

EMMETT
(reacts to Mal's
condition)
Where's Jake?

MAL
McKendrick's men got him.

EMMETT
Is he alive?

Mal indicates that he doesn't know. Emmett accepts that and
picks up his gunbelt.

MAL
It's worse than that, Emmett.

Emmett looks up, waiting.

MAL
They took him at your sister's house.
Her husband was shot. I don't know
if he's going to make it.

Emmett feels real pain.

EMMETT
Kate?

MAL
She was hurt... pretty bad.
(hates to tell him)
Emmett, they took the little boy
with them.

Emmett lets this all sink in. And then his face and body
begin to transform. All the pain is swept away in a surging
current of vengeful energy. The MUSIC begins to build, as
Emmett moves with eerie deliberateness to arm himself. He
picks up one of the extra gunbelts and loops it over his
shoulder.

Mal slides into his bandolier. Emmett indicates the gunbelts
remaining on the floor.

EMMETT
Want one of these?

Mal turns. He now holds his father's Henry rifle in addition
to his own, one awesome weapon in each hand.

MAL
This oughta do.

OMIT

EXT. HOTEL - SILVERADO - DAWN

Cobb, having just finished breakfast, steps out into the
morning light and looks around at his domain. He works the
toothpick in his mouth and watches Tyree come slowly up the
street on horseback. They nod their greetings and head down
the street.

EXT. JAIL - DAWN

Tyree ties his horse in front, and the two men go inside.

INT. SHERIFF'S OFFICE - DAWN

Cobb is barely in the door when he stops, noticing something
out of place. The gun cabinet has been forced open; its
splintered door is ajar.

TYREE
Garth!
(nothing)
Yo, Fox!

Tyree draws his gun, but Cobb is already moving toward the
cellblock door.

INT. CELLBLOCK - DAWN

Cobb and Tyree survey the scene: the empty cell, three pools
of blood, two bodies -- Garth and Fox. Cobb watches as Tyree
checks the two deputies and shakes his head.

SHERIFF COBB
Get Kyle and Dusty over here. And
keep your eyes open. I'm running out
of deputies.

He goes out.

INT. SALOON STAIRS - MIDNIGHT STAR - MORNING

The Bartender comes to the head of the stairs wearing a
nightshirt.

BARTENDER
Stella ain't here, Sheriff. I checked
her room.

Now we see Cobb waiting at the bottom of the steps,
thoughtful.

SHERIFF COBB
And you don't know where Paden is?

BARTENDER
Haven't seen him since last night.

SHERIFF COBB
Let me know if you do. And tell Stella
I want to see her.

Cobb turns and walks to the open, outer doors at the corner
of the saloon. The swinging doors are still hooked back for
the night. When Cobb stops in the doorway, he casts a long
shadow across the room. He stares out into the town for
several beats, then lifts his gun from its holster and checks
the action.

EXT. BORDER OF MCKENDRICK RANCH - MORNING

The McKendrick brand is fashioned in wood at the peak of an
arch over the road. Beyond it, in the distance, cattle are
grazing on the rolling land.

EXT. MCKENDRICK GRAZING LAND - MORNING

Hundreds of cattle are grazing here in the morning light, a
sea of speckled hides. Now a Cowboy pulls up in the
foreground. He is heavily armed. His watchful gaze is not on
the cattle, but outward toward the horizon.

EXT. BUNKHOUSE/CENTRAL AREA - MCKENDRICK RANCH - MORNING

More Cowboys here, armed and watchful. Red comes along a
corral and climbs up onto a fence to peer into the distance.

EXT. CASA GRANDE - VERANDA - MORNING

Scruffy, scratching his belly, walks along the porch of the
main ranch house, the casa grande. As he comes up to us at
the corner and looks around, we see that he is wearing Jake's
elaborately tooled, double gunbelt with the pearl-handled
Colts.

As he moves down the other side of the house, we see
McKendrick standing at a window, looking out.

INT. LIVING ROOM - MORNING

We're behind McKendrick now. On the wall next to the window
there is a large, framed photograph of Murdo McKendrick, a
big, ferocious man, sitting rather stiffly in a chair. On
one side of him stands his wife, as thin and tough as a nail.
On the other, beneath a large, paternal hand, a small boy --
young Ethan.

McKendrick turns away from the window and for an instant his
eye is stopped by the photograph. McKendrick looks unsettled.
He hasn't slept.

INT. BEDROOM (SECOND FLOOR) - MORNING

Augie is huddled on a bed in the corner of the dark room,
frightened, still wearing the nightshirt he had on when
abducted. Suddenly, sunlight blinds him.

The Watching Cowboy from the night before has thrown open
the curtains. He looks out over the roof of the veranda,
then turns back. He gives Augie an odd look and moves toward
the door, first kicking a Guard Cowboy awake in his chair.

EXT. ROLLING RANGE - MORNING

Emmett and Mal ride side by side. Relentless. You wouldn't
want to be the people they're going to visit.

Now a solitary rider appears on the ridge above them, moving
the same way. Mal notices him first, then Emmett. It is Paden,
and now he is sloping down to join them.

He moves in alongside them. They exchange looks. Then all
three look ahead. Where they are going.

INT. STORAGE SHED - SILVERADO - DAY

Dr. Skinner has tended Rae on a cot in the dark recess of
the shed and now moves with Stella to the door. Phoebe kneels
beside Rae.

DR. SKINNER
If her skin gets cold, you better
come for me.

Stella nods, then cracks the door to peek outside.

EXT./INT. STORAGE SHED - DAY

WHAT SHE SEES. This shed is down the alley from the back of
the Midnight Star. The alley is empty.

EXT. ALLEY - DAY

Dr. Skinner comes out and begins to walk away. Slick appears
from between two buildings. They nod to each other, and Dr.
Skinner walks away. Slick watches him for a moment, then
moves up the alley, looking around as he goes. He walks past
the shed and on toward the street.

EXT. CORNER OF ALLEY AND STREET - DAY

Slick reaches the end of the alley and stops. Cobb comes
down the sidewalk toward him. They talk confidentially. Slick
shakes his head. They part, continuing their separate prowls.

EXT. CENTRAL AREA - MCKENDRICK RANCH - DAY

IN THE CORRAL. One of the horses drinking at the trough lifts
its head, ears twitching. A wave of restlessness goes through
the horses. On the top of the fence, Red notices and begins
to listen intently.

ON THE VERANDA. Scruffy stands up from a step and looks off
toward the rise beyond the corrals. Alarm creeps into his
face.

AT THE BUNKHOUSE. Swann, his shoulder bandaged, comes out to
join a Sentry Cowboy looking with concern at the rise.
Suddenly, the Sentry Cowboy starts running toward a saddled
horse nearby. Red has jumped from the fence now too and
mounted up quickly. The two horsemen head off toward the
rise at a gallop.

Swann looks in alarm at --

THE CREST OF THE RISE. Pouring into view with a ground-shaking
RUMBLE is a huge herd of stampeding cattle.

AT THE BUNKHOUSE. Swann turns to the door of the bunkhouse
and shouts inside.

SWANN
Stampede!

ON THE RISE. Red and the Sentry Cowboy tear toward the
oncoming cattle. They fire their guns repeatedly in the air,
trying to turn the herd.

AT THE CORRAL. Scruffy runs across from the casa grande and
joins other Cowboys trying to saddle and mount panicked
horses. Scruffy's horse rears and breaks away from him.

ON THE RISE. Red and the Sentry Cowboy are closing with the
dust-enshrouded herd, still firing their guns. Suddenly,
from the cloud, there are answering shots. The Sentry Cowboy
is shot dead off his horse.

Emerging like a spirit from the dust at the edge of the herd,
comes Emmett, six-gun in hand.

On the other side of the herd, Paden's form materializes. He
aims his Winchester and fires. Red's horse rears. Red goes
down and the herd pounds over him.

AT THE BUNKHOUSE. Hoyt comes out the door, buckling on his
gunbelt. He looks at the on-rushing stampede, then toward
the corral where several Cowboys are swinging up on their
horses. Suddenly, there is gunfire from the roof of the
bunkhouse above Hoyt. One of the Cowboys in the corral goes
down. Another draws his gun and lifts it toward the bunkhouse,
but is shot before he can fire. The other Cowboys head for
cover. Hoyt stops some men who are coming out the door behind
him, and edges out to try to locate the source of the fire.

ON THE VERANDA. McKendrick comes out of the casa grande and
runs to the corner of the veranda nearest the rise. He takes
in the stampede, which is almost upon them now, then hears
gunfire to his right. He looks back there and sees Mal on
the bunkhouse roof, above Hoyt and firing from the protection
of the raised rim. Now Mal swings his rifle around toward
McKendrick. McKendrick jumps around the corner of the house
as the wall where he was standing takes a hit.

SERIES OF SHOTS. The stampede hits the ranch. The herd splits,
the mass of cattle heading between the casa grande and the
bunkhouse/corral area; the rest go around behind the casa
grande. They take down everything in their way. Fences fall,
holding pens are destroyed, horses run free, and Cowboys
scramble away from the deadly current of rampaging cattle.

NEAR THE BARN. Paden pulls up on the edge of the flow and
fires repeatedly at the Cowboys scrambling for safety. Swann
is among those hit.

BEHIND THE CASA GRANDE. Emmett pulls his horse out of the
flow, protected by the building, then dismounts, ties the
horse, and runs up to the back door of the house. He throws
away the empty, extra six-gun in his hand as he looks
carefully inside. He draws his own gun and goes in.

NEAR THE BARN. Paden is coming under increasing fire from
the bunkhouse as the cattle thin. He rides into the barn at
the end of the corral.

AT THE BUNKHOUSE. Hoyt directs some of his men, including
Scruffy, to work their way along under the eaves of the
bunkhouse and go after Paden. Hoyt glances upward toward the
sound of Mal's rifle.

INT. CASA GRANDE - DAY

Emmett works his way carefully down the central hall, gun
ready. He looks up the main staircase, sees nothing, and
edges forward. At the top of the stairs behind him, the
Watching Cowboy jumps into view. Emmett spins and ducks as
the Watching Cowboy fires. The finial splinters. Emmett's
shot follows immediately. The Watching Cowboy is hit and
tumbles the full length of the stairs, dead.

EXT. CENTRAL AREA - DAY

ON THE VERANDA. McKendrick reacts to the shots behind him in
his house. He moves toward a window and opens it.

ON THE BUNKHOUSE ROOF. Mal switches to his father's Henry
and shifts around to fire at some outriding Cowboys who are
thundering in from the range.

AT THE BARN. Three cowboys dive through the main door in
pursuit of Paden. Scruffy, one of Jake's pearl-handled Colts
at the ready, sneaks along the side of the barn.

INT. CASA GRANDE - SECOND FLOOR - DAY

Emmett moves away from the stairwell and cautiously rounds a
corner, focused on an open bedroom door up ahead. Suddenly,
the Guard Cowboy steps boldly into view in that doorway, gun
raised, using Augie as a shield. Emmett cannot fire. He dives
back around the corner as the Guard Cowboy gets off a shot.
Seeing his miss, the Guard Cowboy slams closed the bedroom
door and locks it.

Instantly Emmett is running that way. He flies into the
bedroom next door.

INT. HOSTAGE BEDROOM - DAY

The Guard Cowboy has backed against the wall, gun raised
toward the door. Augie is still clutched to his chest.

The window overlooking the roof of the veranda implodes and
Emmett arrives in a shower of glass. The stunned Guard Cowboy
spins, opening an angle between himself and Augie. Emmett
doesn't need much. He fires before he stops rolling. The
Guard Cowboy falls back against the wall.

INT. CASA GRANDE - BOTTOM OF STAIRS - DAY

McKendrick, gun poised, stands over the body of the Watching
Cowboy, reacting to the shots above. He is about to go up
there when the front door crashes open as a Cowboy, shot by
Mal, staggers into the hall. He leans against the hall table
and fires out the door. Two more shots from Mal finish the
Cowboy and a large vase.

McKendrick changes him mind about going upstairs. He moves
quickly toward the door at the back of the house.

INT. HOSTAGE BEDROOM - DAY

Augie is trembling in Emmett's arms. Emmett soothes him,
then looks into his tear-stained face.

EMMETT
Augie, where's Jake?

AUGIE
(chokes it out)
He's dead.

Emmett reacts to this hard news.

AUGIE
They hung him!

Slowly a peculiar twinkle grows in Emmett's eyes.

EMMETT
They hung him?

EXT. CENTRAL AREA - DAY

AT THE BUNKHOUSE. Hoyt is hugging the side wall of the
bunkhouse. He warily looks around the back corner.

WHAT HE SEES. Mal's horse is tethered near a stack of crates
and barrels that rises almost to the roof.

INT. BARN - DAY

Paden is in an empty stall part-way down one side of the
barn. The three Cowboys have him pinned down from the front.
Paden's horse does a panicky dance in the central aisle. The
horses in the other stalls are spooked.

Scruffy sneaks in the back door of the barn. He peeks around
the wall of a stall at Paden's unprotected back. When he
sees Paden stop to reload his Colt, Scruffy steps out and
aims at him.

Quite unexpectedly, someone swings down from the loft above,
kicking Scruffy and sending him flying into the recess of a
stall. Now the figure drops into view. It's Jake! He dives
after Scruffy.

Paden, reloaded now and unaware of the struggle behind him,
has to shrink back from a splintering rail. Now he hears two
muffled shots from the back of the barn. He looks over there.
After a beat, Jake steps into Paden's view, grinning like a
maniac and happily buckling his reacquired gunbelt. Paden
does a double take. Jake gives him a big "Here I am!" gesture,
then indicates he's going up to the loft again to help out
with the guys up front. But first, with real relish, he checks
his pearl-handled Colts: he draws both at once, tips them up
to look into the cylinders, then spins them back into their
holsters. Then, with a leap, to the loft.

EXT. RANGE NEAR CASA GRANDE - DAY

McKendrick rides flat out toward town.

INT. BARN - DAY

There are Cowboys in the first stalls on each side of the
barn, and a third in a stall closer to Paden. Jake drops
down from the loft behind the first two, his guns in his
holsters. They both see him and react. Jake draws both guns
and shoots one, spins, and shoots the other.

The third Cowboy turns to look. His mistake. Paden flies
into view and shoots him dead.

Paden approaches Jake with wonder. Jake shows him an ugly
bruise where the rope was around his neck. When he speaks,
it is in a hoarse whisper --

JAKE
New record.

PADEN
(slaps him on the
back)
Let's get out of here.

Paden catches his horse and swings up. Jake pulls a horse
from a stall. It is the much-contested pinto, bare-backed
but bridled. Paden rides out the back of the barn.

EXT. CENTRAL AREA - DAY

BACK OF THE BARN. Paden rides out, but pulls up when he
notices that Jake is not following. He is about to go back
when something catches his eye.

WHAT HE SEES. Hoyt is just climbing onto the roof of the
bunkhouse, catty-corner from Mal's position.

Paden squeezes off a shot, but Hoyt has already disappeared
from view. Paden looks along the bunkhouse, where he can see
Mal firing. Mal is protected at present from Hoyt by the big
chimney he is braced against. But if he isn't warned, Hoyt
will surprise him. A Cowboy in the bunkhouse spots Paden and
fires at him. Paden must warn Mal quickly. Yelling is hopeless
in the din. Paden aims carefully at Mal and fires.

AT MAL. The chimney is hit just above Mal's head. He swings
his rifle around toward -- Paden! Paden signals wildly about
Hoyt. Mal understands just in time: he flops around the
chimney just as Hoyt gets a bead on him. Without knowing it,
Mal avenges his father's murder. Hoyt is blown off the roof.

The bulk of the herd has passed, but confused cattle are
everywhere.

AT THE VERANDA. Jake has ridden across the open area under
heavy fire and now rides for protection up and onto the side
veranda of the house, firing into all the windows. His
momentum carries him all the way out the other end. When he
is beyond the porch, he hears a yell, two voices --

EMMETT AND AUGIE
Jake!?!

Jake looks up with a grin. Emmett has Augie out on the roof
of the veranda. They are pleased in the extreme at the sight
of Jake. Jake brings his horse beneath them and gestures to
Augie.

Augie swallows hard once, strides twice, and leaps out, down,
and onto the bare back of the pinto behind Jake.

Paden comes riding up with Emmett's horse in tow. Emmett
moves to the edge of the veranda roof and drops into his
saddle. He winces, his ribs throbbing. They turn their horses
away from the ranch and head out.

EXT. RANGE NEAR CASA GRANDE - DAY

The three horses with four riders come tearing toward us.
They form a dusty "V" as they intersect with Mal's arrival
from the other side of the bunkhouse. Even now, shots are
fired after them. But they are on their way.

EXT. SHOP ACROSS FROM SHERIFF'S OFFICE - SILVERADO - DAY

The SHOPKEEPER is placing items in his front window when his
eye is caught by something across the street. We can see
only a dim reflection of it in the glass. With a concerned
look, the Shopkeeper comes outside.

WHAT HE SEES. Trouble. Five men, loaded for bear, are coming
out of Cobb's office: Cobb, McKendrick, Tyree, Kyle, and
DUSTY, another deputy.

EXT. SHERIFF'S OFFICE - DAY

Dusty mounts up and rides toward the center of town. Kyle
goes off in another direction on foot. McKendrick unhitches
his horse and speaks to Cobb with some bitterness.

MCKENDRICK
It never should've got this far,
Cobb.

Cobb eyes him coolly.

SHERIFF COBB
This is as far as it's going.

McKendrick swings up and jacks a cartridge into the chamber
of his Winchester. He's not as confident as Cobb.

MCKENDRICK
I'll do my part. But you better watch
your ass. These guys'll shoot it
off.

He heads off in the same direction as Dusty. Tyree moves up
next to Cobb.

TYREE
I'm gonna enjoy this.

Cobb gives him a sideways glance, then looks around wistfully.

SHERIFF COBB
This used to be a peaceful town.

Tyree moves off in yet a new direction. The Shopkeeper
approaches Cobb nervously.

SHOPKEEPER
What's going on, Sheriff?

SHERIFF COBB
Hide and watch.

The Shopkeeper reacts big and scurries away to spread the
word.

EXT. STREET CORNER/HOTEL - DAY

Dusty pulls up at the hotel on the corner and throws his
reins over the post. Then, with rifle in hand, he stands on
his saddle and climbs to the roof of the porch. He looks
down the street, cocks his rifle, and settles into hiding
behind the hotel sign.

McKendrick rides by slowly, exchanging looks with Dusty, and
moves down the street.

Several townspeople have seen Dusty. The panicky, street-
clearing word spreads.

INT. STORAGE SHED - DAY

Rae writhes in pain on the cot. Stella's hand is on Rae's
forehead as she speaks to Phoebe.

STELLA
Better bring the doc.
(as Phoebe turns)
Be careful.

EXT. STREET - DAY

The Milliner is urgently closing the shutters on his shop as
passersby hurry for home. Phoebe edges out of the alley
nearby, turns, and finds herself face to face with Tyree. He
regards her malevolently.

TYREE
Where you going?

PHOEBE
(scared)
Nowhere.

TYREE
This is no time to be on the streets.
Maybe you oughta come along with me.

He grasps her arm hard and pulls her along the sidewalk.

EXT. BOOT HILL - OUTSIDE SILVERADO - DAY

The four horsemen and the boy pull up near the cemetery and
look down at Silverado. Jake lowers Augie to the ground.
Emmett hands him a blanket and speaks down to him.

EMMETT
Stay here till we get back. Don't
come in.

The four riders look from the town to each other and check
their weapons.

EMMETT
(to them all)
I'll see you around.

PADEN
(smiles)
Last one to the Midnight Star buys.

JAKE
You're on! Let's get 'em!

Jake kicks the bare-back into motion and tears off directly
toward town. Emmett heads off to the left. Paden begins to
move after Jake, but slower. Mal stops him with --

MAL
Hey, Paden...

They look at each other.

MAL
Good luck.

Paden nods it back to him, and the bond is re-formed. Mal
heads off at a gallop to the right. They are all going to
enter town from different directions.

INT. STORAGE SHED - DAY

Rae MOANS loudly, and Stella instinctively reaches out to
quiet her, worried about discovery. Stella throws a frustrated
glance toward the door -- where is Phoebe?

She can't wait. She goes to the door and peeks out.

INT./EXT. MIDNIGHT STAR - SECOND FLOOR - DAY

Slick checks Rae's room and closes the door. He too is
frustrated. Now he looks out the hall window, down at the
alley.

WHAT HE SEES. Stella steps quickly out of the storage shed
and moves away.

Slick runs for the steps.

EXT. ALLEY NEAR STORAGE SHED - DAY

Slick runs past the shed door and peers between buildings in
search of Stella. She's gone. He comes back to the shed.
Before opening the door he does an odd thing: he chops his
left forearm sharply downward and a shiny derringer slides
crisply into his grip from beneath his sleeve. He enters
cautiously.

INT. STORAGE SHED - DAY

Slick moves through the dim light. He hears a MOAN and steps
forward. He looks down at Rae. Half-delirious, she focuses
on him and reacts in terror. He makes the derringer disappear
and kneels beside her.

SLICK
Don't be afraid, baby. I'll stay
with you until your little friend
comes back.

EXT. STREET NEAR MIDNIGHT STAR - DAY

Jake comes riding down the street, waving his hat, WHOOPING
and HOLLERING. The few remaining pedestrians run for cover
at the sight.

JAKE
(yelling)
Come on out, boys! Jake's in town!
Let's start the ball!

EXT. MIDNIGHT STAR - DAY

Jake jumps off the pinto and hitches it in front of the
saloon. As he approaches the entrance, set in the cut-off
corner of the building, he executes a fast pirouette, scanning
down all four blocks that meet here. He finds the doors locked
and kicks them open with a loud BANG. He goes inside.

EXT. SIDE STREET - DAY

Tyree has heard the commotion and moves toward it.

EXT. DOCTOR'S OFFICE - DAY

Stella is pounding on the door without luck. She gives up,
looks around, and hurries off.

EXT. MIDNIGHT STAR - DAY

Tyree stops across the street from the Midnight Star and
looks at Jake's horse and the open doors. Across the
intersection Kyle appears at a run. Tyree motions him to go
around the back of the saloon. Tyree runs across the street.
When he is on the porch of the saloon, he pulls his gun and
begins edging toward the open doors.

INT. SALOON - MIDNIGHT STAR - DAY

It's dark in here with the shutters closed. Tyree jumps
inside, gun poised. When Kyle bangs through from the back,
Tyree almost shoots him. They scan the room and advance
cautiously into the shadows. Nobody here. Now they back out,
eyeing the dark stairwell.

When they are safely on the porch, Tyree motions for Kyle to
go down one side of the building while he starts down the
other.

Jake appears from beneath Stella's ramp behind the bar and
vaults lightly over the bar. In a moment he stands just inside
the open doorway. He peeks out, then turns so his back is to
the outside, his guns still holstered.

EXT. MIDNIGHT STAR - DAY

Jake backs quietly out onto the porch. When he stops, he can
see both Tyree and Kyle moving along their respective porches.

JAKE
Hey!

Tyree and Kyle spin at the sound. Only then does Jake draw
both guns and, pointing them in two completely different
directions, he shoots both men at once.

INT. STORAGE SHED - DAY

Slick has made himself comfortable next to Rae, who has fallen
into a fitful sleep. Now he hears something. The door of the
shed opens and closes. He waits confidently for Stella to
appear around the intervening wall of barrels and crates.

But he's looking too low. Mal steps into view, the big Henry
rifle in his hand. Slick's eyes widen, but he gets control
quickly and rises, trying to gauge Mal's attitude.

Mal looks from Rae to Slick and back to Rae.

SLICK
I'm glad you're here, Mal. I've been
watching her, but she needs a doctor.

MAL
Yeah.

He looks at Slick as he leans his rifle against the wall.
Slick looks at the rifle, then at Mal. Mal seems to
concentrate on Rae and makes a move that way. When he is
past Slick, Slick makes the peculiar, chopping gesture of
his left forearm that snaps the derringer into his hand.

Mal has been waiting for something and is already turning
into Slick. Before Slick can raise his gun hand, Mal has
Slick's wrist in a vise-like grip. Mal's other arm encircles
Slick's torso and crushes him against Mal's body. Two strong
men strain against each other.

The cocked derringer wavers perilously toward the sleeping
Rae. Suddenly, Mal twists Slick around, banging his hand
into the wall, and the derringer fires. Slick lets it clatter
to the floor.

Rae wakes with a start and watches the combatants in terror.

The men's eyes are only inches apart. Something flashes
through Mal's and he loosens his embrace. Instantly, Slick
dips to the right, lifting his boot to his hand. But his
dagger is not there.

Slick's surprised look is answered by Mal's tight grin.

MAL
Looking for this?

Their bodies jerk as Slick gets his last surprise and goes
limp in Mal's arms. He falls to the floor, his own boot dagger
protruding from his ribcage.

Mal kneels to embrace his sister.

EXT. STREETS ON FRINGE OF SILVERADO - DAY

Emmett rides slowly down the street, his Winchester held
ready on his thigh. His eyes continually scan the buildings
and alleyways. He slowly rounds a corner.

Way behind him, off his right shoulder, McKendrick has brought
his horse to a stop between two buildings and is carefully
aiming at Emmett's back with his Winchester. Now he pulls
the hammer back with a CLICK.

Emmett hears it and twists in the saddle as McKendrick fires.
The shot is good, but Emmett's Winchester takes the hit and
jumps in his hand. He levels it at McKendrick, cocks the
hammer, and squeezes the trigger. Nothing. He tries to work
the lever as McKendrick fires again. Emmett's rifle is
useless. He throws it away and draws his Colt, firing twice.

Emmett's bullets hit close to McKendrick. His horse shies.
McKendrick turns his horse and rides behind a building.

SERIES OF SHOTS. Emmett chases after McKendrick along a
parallel street. Each man prepares to fire as they reach the
intermittent spaces between buildings. McKendrick gets a
clear shot and fires twice. Emmett rides around a building
and speeds toward McKendrick's path. He comes into the open,
ready to fire, but McKendrick is heading off down an alley.
Rather than follow, Emmett moves to cut him off.

EXT. EDGE OF SILVERADO - DAY

McKendrick has pulled up behind a barn. When Emmett comes
into view, McKendrick fires twice, then spurs his horse back
into town. Emmett squeezes off one carefully aimed shot,
just missing McKendrick before he disappears.

EXT. BOOT HILL - DAY

The echoes of gunfire reach the little boy waiting at the
cemetery. Augie watches and wonders.

EXT. HOTEL STREET - DAY

McKendrick comes out of an alley and tears toward the
intersection which Dusty commands from the roof of the hotel
porch. McKendrick waves his rifle at Dusty and rounds the
corner of the hotel.

Now Emmett comes out of the alley in pursuit. He slows a bit
since McKendrick is no longer in sight. As he moves down the
block toward the hotel intersection, he looks into the loading
yard of the feed warehouse, which forms a cul-de-sac on his
left.

Now Dusty opens fire from the protection of the hotel sign.
Bullets kick up dirt around Emmett, but instead of retreating,
he slings himself Indian-fashion down along the protected
side of his horse, and rides toward the sign.

Emmett aims over the mane and fires: once, twice, through
the sign. Dusty rises, hit, and Emmett kills him with a third
shot. Dusty crashes through the sign to fall to the street.

Emmett has just straightened in his saddle and snapped open
the loading gate of his empty Colt, when McKendrick opens up
from where he has reappeared down the street. Emmett is hit
in the thigh.

For one long second there is perfect clarity between the
men. Emmett's eyes stare from his pain-contorted countenance
at his adversary. McKendrick hesitates only a breath to look
at Emmett before raising the rifle and charging.

Emmett wheels his horse and painfully spurs it back down the
block. As McKendrick's fire hits around him, Emmett turns
into the nearest cover -- the loading yard of the feed
warehouse.

McKendrick rides toward the mouth of the loading yard with
all he's got. He can't let Emmett reload. The glint of victory
is in his eyes as he draws near the loading yard.

He raises his rifle in preparation for the coming clear shot
at his trapped enemy. As his horse begins to pass in front
of the loading yard, we hear a terrible RUMBLE OF HOOFBEATS
on wood. McKendrick's expression changes to horror.

Emmett has ridden onto the loading dock of the warehouse and
charged toward this end. Now he jumps his horse straight out
into the air over McKendrick's horse. The hooves of Emmett's
horse catch McKendrick full force with a HORRIBLE SOUND.

Emmett's horse lands on its feet, but just barely. From a
cloud of dust Emmett watches McKendrick's horse race on,
riderless. Its master is a still shape in the dirt.

EXT. STREET - DAY

Stella has been hurrying through the empty streets. Now she
pauses to listen to the new silence.

EXT. SHERIFF'S OFFICE - DAY

Cobb listens too. He sits on the steps at the front of his
office, toying with an object in his hands. Now he brings it
to his mouth. It is his sheriff's badge, and he breathes a
fog onto it, then polishes it on his sleeve. He looks at it
another moment, smiles to himself, then pins it on his chest.

EXT. STREETS NEAR SHERIFF'S OFFICE - DAY

Paden is walking. He is calm. He rounds a corner and moves
out into the center of the new street.

AT THE END OF THE STREET. Cobb looks up from his seat and
sees Paden coming toward him. He had a feeling it would be
this way. It makes him sad. He stands up and walks to the
center of the street.

Paden keeps coming. He watches Cobb, resigned. Now Paden
stops.

Stella comes out of an alley. When she takes in the scene,
she steps onto the sidewalk and puts her hand on a post. She
looks back and forth between the men.

Cobb sees her, but his only real concern is Paden. Paden
sees her, too. His gaze returns to Cobb.

SHERIFF COBB
What a waste. This could have been
such a sweet deal for us.

PADEN
Yeah. Bad luck.
(a beat)
Good-bye, Cobb.

SHERIFF COBB
Good-bye, Paden.

They both draw, and it's impossible to say who moved first.
But one is luckier. Paden stands as Cobb falls.

Paden holsters his gun as though it weighed a hundred pounds.

CUT TO BLACK.

SLOW FADE-UP over the SOUNDS of tinkling glasses, piano music,
and friendly voices.

INT. SALOON - MIDNIGHT STAR - MORNING

Four shot glasses sparkle in a line on the bar. A bottle of
the good stuff is used to fill them.

Stella is pouring the drinks from behind the bar. Now the
glasses are lifted by Mal, Jake, Paden, and Emmett. Stella
holds up the bottle and proposes a toast --

STELLA
To California!

They echo her and clink glasses. Stella clinks with the
bottle. When they toss back their drinks, she tips the bottle
to her lips, then puts it down on the bar, as the four glasses
come down.

EMMETT
Gotta go.

MAL
Right.

The four men move toward the door as Stella walks down her
ramp. Emmett walks with a slight limp.

EXT. MIDNIGHT STAR - MORNING

Phoebe stands on the porch talking across to Rae, much
recovered, who sits on the seat of a wagon heavily loaded
with farming supplies. Rae wears a simple dress and looks
quite different.

The men come out onto the porch. Emmett shakes Mal's hand
and watches him climb onto the wagon. Mal gets the wagon
going, and the other wave.

Jake has slipped his arm around Phoebe's waist. Now he turns
her into his arms for a big kiss.

Emmett is watching Mal and Rae roll away when a woman's hand
touches his back. He turns to find Hannah looking up at him.
Paden watches from nearby.

HANNAH
Weren't you going to come out to say
good-bye?

EMMETT
I already did that.

HANNAH
This time you're really going?
(he nods)
You know where I'll be.

EMMETT
That I do.

They look at each other. She kisses him and steps back. When
Emmett looks up from her, Paden is watching him with an amused
look. The two men shake hands. Emmett and Jake mount up.

JAKE
So long, Paden.

Paden gives him a nod. Kate and Augie roll up in a buggy. In
the back seat, a blanket across his legs, sits J.T. They
wait for the brothers. Augie drives for his recovering mother.
Stella comes out and stands by Phoebe.

Hannah is now standing next to Paden. Emmett looks at them
as though they were a couple.

EMMETT
(to Paden)
You might make a farmer yet.

PADEN
I've got a job.

He puts his arm against the post, and his coat is drawn back
to reveal the shiny sheriff's badge on his vest.

Emmett touches the brim of his hat and turns his horse away.
He and Jake flank the buggy and head off.

EXT. OUTSIDE OF TOWN - MORNING

Emmett and Jake take turns leaning down from their saddles
to kiss Kate and Augie and shake hands with J.T.

EMMETT
(to Augie)
Take care of your folks.

One final look, and they're off. Jake turns in the saddle
only once --

JAKE
We'll be back!

They spur their horses forward, chasing their shadows, heading
west.

THE END

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