"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 ]

"TITANIC"

Screenplay by

James Cameron



BLACKNESS

Then two faint lights appear, close together... growing
brighter. They resolve into two DEEP SUBMERSIBLES, free-
falling toward us like express elevators.

One is ahead of the other, and passes close enough to FILL
FRAME, looking like a spacecraft blazing with lights,
bristling with insectile manipulators.

TILTING DOWN to follow it as it descends away into the
limitless blackness below. Soon they are fireflies, then
stars. Then gone.

CUT TO:

EXT. / INT. MIR ONE / NORTH ATLANTIC DEEP

PUSHING IN on one of the falling submersibles, called MIR
ONE, right up to its circular viewport to see the occupants.

INSIDE, it is a cramped seven foot sphere, crammed with
equipment. ANATOLY MIKAILAVICH, the sub's pilot, sits hunched
over his controls... singing softly in Russian.

Next to him on one side is BROCK LOVETT. He's in his late
forties, deeply tanned, and likes to wear his Nomex suit
unzipped to show the gold from famous shipwrecks covering
his gray chest hair. He is a wiley, fast-talking treasure
hunter, a salvage superstar who is part historian, part
adventurer and part vacuum cleaner salesman. Right now, he
is propped against the CO2 scrubber, fast asleep and snoring.

On the other side, crammed into the remaining space is a
bearded wide-body named LEWIS BODINE, who is also asleep.
Lewis is an R.O.V. (REMOTELY OPERATED VEHICLE) pilot and is
the resident Titanic expert.

Anatoly glances at the bottom sonar and makes a ballast
adjustment.

CUT TO:

EXT. THE BOTTOM OF THE SEA

A pale, dead-flat lunar landscape. It gets brighter, lit
from above, as MIR ONE enters FRAME and drops to the seafloor
in a downblast from its thrusters. It hits bottom after its
two hour free-fall with a loud BONK.

CUT TO:

INT. MIR ONE

Lovett and Bodine jerk awake at the landing.

ANATOLY
(heavy Russian accent)
We are here.

EXT. / INT. MIR ONE AND TWO

MINUTES LATER: THE TWO SUBS

Skim over the seafloor to the sound of sidescan sonar and
the THRUM of big thrusters.

The featureless gray clay of the bottom unrolls in the lights
of the subs. Bodine is watching the sidescan sonar display,
where the outline of a huge pointed object is visible. Anatoly
lies prone, driving the sub, his face pressed to the center
port.

BODINE
Come left a little. She's right in
front of us, eighteen meters. Fifteen.
Thirteen... you should see it.

ANATOLY
Do you see it? I don't see it...
there!

Out of the darkness, like a ghostly apparition, the bow of
the ship appears. Its knife-edge prow is coming straight at
us, seeming to plow the bottom sediment like ocean waves. It
towers above the seafloor, standing just as it landed 84
years ago.

THE TITANIC

Or what is left of her. Mir One goes up and over the bow
railing, intact except for an overgrowth of "rusticles"
draping it like mutated Spanish moss.

TIGHT ON THE EYEPIECE MONITOR of a video camcorder. Brock
Lovett's face fills the BLACK AND WHITE FRAME.

LOVETT
It still gets me every time.

The image pans to the front viewport, looking over Anatoly's
shoulder, to the bow railing visible in the lights beyond.
Anatoly turns.

ANATOLY
Is just your guilt because of stealing
from the dead.

CUT WIDER

To show that Brock is operating the camera himself, turning
it in his hand so it points at his own face.

LOVETT
Thanks, Tolya. Work with me, here.

Brock resumes his serious, pensive gaze out the front port,
with the camera aimed at himself at arm's length.

LOVETT
It still gets me every time... to
see the sad ruin of the great ship
sitting here, where she landed at
2:30 in the morning, April 15, 1912,
after her long fall from the world
above.

Anatoly rolls his eyes and mutters in Russian. Bodine chuckles
and watches the sonar.

BODINE
You are so full of shit, boss.

Mir Two drives aft down the starboard side, past the huge
anchor while Mir One passes over the seemingly endless
forecastle deck, with its massive anchor chains still laid
out in two neat rows, its bronze windlass caps gleaming. The
22 foot long subs are like white bugs next to the enormous
wreck.

LOVETT (V.O.)
Dive nine. Here we are again on the
deck of Titanic... two and a half
miles down. The pressure is three
tons per square inch, enough to crush
us like a freight train going over
an ant if our hull fails. These
windows are nine inches thick and if
they go, it's sayonara in two
microseconds.

Mir Two lands on the boat deck, next to the ruins of the
Officer's Quarters. Mir One lands on the roof of the deck
hous nearby.

LOVETT
Right. Let's go to work.

Bodine slips on a pair of 3-D electronic goggles, and grabs
the joystick controls of the ROV.

OUTSIDE THE SUB, the ROV, a small orange and black robot
called SNOOP DOG, lifts from its cradle and flies forward.

BODINE (V.O.)
Walkin' the dog.

Snoop Dog drives itself away from the sub, paying out its
umbilical behind it like a robot yo-yo. Its twin stereo-video
cameras swivel like insect eyes. The ROV descends through an
open shaft that once was the beautiful First Class Grand
Staircase.

Snoop Dog goes down several decks, then moves laterally into
the First Class Reception Room.

SNOOP'S VIDEO POV

Moving through the cavernous interior. The remains of the
ornate handcarved woodwork which gave the ship its elegance
move through the floodlights, the lines blurred by slow
dissolution and descending rusticle formations. Stalactites
of rust hang down so that at times it looks like a natural
grotto, then the scene shifts and the lines of a ghostly
undersea mansion can be seen again.

MONTAGE STYLE

As Snoop passes the ghostly images of Titanic's opulence:

A grand piano in amazingly good shape, crashed on its side
against a wall. The keys gleam black and white in the lights.

A chandelier, still hanging from the ceiling by its wire...
glinting as Snoop moves around it.

Its lights play across the floor, revealing a champagne
bottle, then some WHITE STAR LINE china... a woman's high-
top "granny shoe". Then something eerie: what looks like a
child's skull resolves into the porcelain head of a doll.

Snoop enters a corridor which is much better preserved. Here
and there a door still hangs on its rusted hinges. An ornate
piece of molding, a wall sconce... hint at the grandeur of
the past.

THE ROV

Turns and goes through a black doorway, entering room B-52,
the sitting room of a "promenade suite", one of the most
luxurious staterooms on Titanic.

BODINE
I'm in the sitting room. Heading for
bedroom B-54.

LOVETT
Stay off the floor. Don't stir it up
like you did yesterday.

BODINE
I'm tryin' boss.

Glinting in the lights are the brass fixtures of the near-
perfectly preserved fireplace. An albino Galathea crab crawls
over it. Nearby are the remains of a divan and a writing
desk. The Dog crosses the ruins of the once elegant room
toward another DOOR. It squeezes through the doorframe,
scraping rust and wood chunks loose on both sides. It moves
out of a cloud of rust and keeps on going.

BODINE
I'm crossing the bedroom.

The remains of a pillared canopy bed. Broken chairs, a
dresser. Through the collapsed wall of the bathroom, the
porcelain commode and bathtub took almost new, gleaming in
the dark.

LOVETT
Okay, I want to see what's under
that wardrobe door.

SEVERAL ANGLES

As the ROV deploys its MANIPULATOR ARMS and starts moving
debris aside. A lamp is lifted, its ceramic colors as bright
as they were in 1912.

LOVETT
Easy, Lewis. Take it slow.

Lewis grips a wardrobe door, lying at an angle in a corner,
and pulls it with Snoop's gripper. It moves reluctantly in a
cloud of silt. Under it is a dark object. The silt clears
and Snoop's cameras show them what was under the door...

BODINE
Ooohh daddy-oh, are you seein' what
I'm seein'?

CLOSE ON LOVETT

Watching his monitors. By his expression it is like he is
seeing the Holy Grail.

LOVETT
Oh baby baby baby.
(grabs the mike)
It's payday, boys.

ON THE SCREEN

In the glare of the lights, is the object of their quest: a
small STEEL COMBINATION SAFE.

CUT TO:

EXT. STERN OF DECK OF KELDYSH - DAY

THE SAFE, dripping wet in the afternoon sun, is lowered onto
the deck of a ship by a winch cable.

We are on the Russian research vessel AKADEMIK MISTISLAV
KELDYSH. A crowd has gathered, including most of the crew of
Keldysh, the sub crews, and a hand-wringing money guy named
BOBBY BUELL who represents the limited partners. There is
also a documentary video crew, hired by Lovett to cover his
moment of glory.

Everyone crowds around the safe. In the background Mir Two
is being lowered into its cradle on deck by a massive
hydraulic arm. Mir One is already recovered with Lewis Bodine
following Brock Lovett as he bounds over to the safe like a
kid on Christmas morning.

BODINE
Who's the best? Say it.

LOVETT
You are, Lewis.
(to the video crew)
You rolling?

CAMERAMAN
Rolling.

Brock nods to his technicians, and they set about drilling
the safe's hinges. During this operation, Brock amps the
suspense, working the lens to fill the time.

LOVETT
Well, here it is, the moment of truth.
Here's where we find out if the time,
the sweat, the money spent to charter
this ship and these subs, to come
out here to the middle of the North
Atlantic... were worth it. If what
we think is in that same... is in
that safe... it will be.

Lovett grins wolfishly in anticipation of his greatest find
yet. The door is pried loose. It clangs onto the deck. Lovett
moves closer, peering into the safe's wet interior. A long
moment then... his face says it all.

LOVETT
Shit.

BODINE
You know, boss, this happened to
Geraldo and his career never
recovered.

LOVETT
(to the video cameraman)
Get that outta my face.

CUT TO:

INT. LAB DECK, PRESERVATION ROOM - DAY

Technicians are carefully removing some papers from the safe
and placing them in a tray of water to separate them safely.
Nearby, other artifacts from the stateroom are being washed
and preserved.

Buell is on the satellite phone with the INVESTORS. Lovett
is yelling at the video crew.

LOVETT
You send out what I tell you when I
tell you. I'm signing your paychecks,
not 60 minutes. Now get set up for
the uplink.

Buell covers the phone and turns to Lovett.

BUELL
The partners want to know how it's
going?

LOVETT
How it's going? It's going like a
first date in prison, whattaya think?!

Lovett grabs the phone from Buell and goes instantly smooth.

LOVETT
Hi, Dave? Barry? Look, it wasn't in
the safe... no, look, don't worry
about it, there're still plenty of
places it could be... in the floor
debris in the suite, in the mother's
room, in the purser's safe on C
deck...
(seeing something)
Hang on a second.

A tech coaxes some letters in the water tray to one side
with a tong... revealing a pencil (conte crayon) drawing of
a woman.

Brock looks closely at the drawing, which is in excellent
shape, though its edges have partially disintegrated. The
woman is beautiful, and beautifully rendered. In her late
teens or early twenties, she is nude, though posed with a
kind of casual modesty. She is on an Empire divan, in a pool
of light that seems to radiate outward from her eyes. Scrawled
in the lower right corner is the date: April 14 1912. And
the initials JD.

The girl is not entirely nude. At her throat is a diamond
necklace with one large stone hanging in the center.

Lovett grabs a reference photo from the clutter on the lab
table. It is a period black-and-white photo of a diamond
necklace on a black velvet jeweler's display stand. He holds
it next to the drawing. It is clearly the same piece... a
complex setting with a massive central stone which is almost
heart-shaped.

LOVETT
I'll be God damned.

CUT TO:

INSERT

A CNN NEWS STORY: a live satellite feed from the deck of the
Keldysh, intercut with the CNN studio.

ANNOUNCER
Treasure hunter Brock Lovett is best
known for finding Spanish gold in
sunken galleons in the Caribbean.
Now he is using deep submergence
technology to work two and a half
miles down at another famous wreck...
the Titanic. He is with us live via
satellite from a Russian research
ship in the middle of the Atlantic...
hello Brock?

LOVETT
Yes, hi, Tracy. You know, Titanic is
not just A shipwreck, Titanic is THE
shipwreck. It's the Mount Everest of
shipwrecks.

CUT TO:

INT. HOUSE / CERAMICS STUDIO

PULL BACK from the screen, showing the CNN report playing on
a TV set in the living room of a small rustic house. It is
full of ceramics, figurines, folk art, the walls crammed
with drawings and paintings... things collected over a
lifetime.

PANNING to show a glassed-in studio attached to the house.
Outside it is a quiet morning in Ojai, California. In the
studio, amid incredible clutter, an ANCIENT WOMAN is throwing
a pot on a potter's wheel. The liquid red clay covers her
hands... hands that are gnarled and age-spotted, but still
surprisingly strong and supple. A woman in her early forties
assists her.

LOVETT (V.O.)
I've planned this expedition for
three years, and we're out here
recovering some amazing things...
things that will have enormous
historical and educational value.

CNN REPORTER (V.O.)
But it's no secret that education is
not your main purpose. You're a
treasure hunter. So what is the
treasure you're hunting?

LOVETT (V.O.)
I'd rather show you than tell you,
and we think we're very close to
doing just that.

The old woman's name is ROSE CALVERT. Her face is a wrinkled
mass, her body shapeless and shrunken under a one-piece
African-print dress.

But her eyes are just as bright and alive as those of a young
girl.

Rose gets up and walks into the living room, wiping pottery
clay from her hands with a rag. A Pomeranian dog gets up and
comes in with her.

The younger woman, LIZZY CALVERT, rushes to help her.

ROSE
Turn that up please, dear.

REPORTER (V.O.)
Your expedition is at the center of
a storm of controversy over salvage
rights and even ethics. Many are
calling you a grave robber.

TIGHT ON THE SCREEN

LOVETT
Nobody called the recovery of the
artifacts from King Tut's tomb grave
robbing. I have museum-trained experts
here, making sure this stuff is
preserved and catalogued properly.
Look at this drawing, which was found
today...

The video camera pans off Brock to the drawing, in a tray of
water. The image of the woman with the necklace FILLS FRAME.

LOVETT
...a piece of paper that's been
underwater for 84 years... and my
team are able to preserve it intact.
Should this have remained unseen at
the bottom of the ocean for eternity,
when we can see it and enjoy it
now...?

ROSE is galvanized by this image. Her mouth hangs open in
amazement.

ROSE
I'll be God damned.

CUT TO:

EXT. KELDYSH DECK - NIGHT

The Mir subs are being launched. Mir Two is already in the
water, and Lovett is getting ready to climb into Mir One
when Bobby Buell runs up to him.

BUELL
There's a satellite call for you.

LOVETT
Bobby, we're launching. See these
submersibles here, going in the water?
Take a message.

BUELL
No, trust me, you want to take this
call.

CUT TO:

INT. LAB DECK / KELDYSH - NIGHT

Buell hands Lovett the phone, pushing down the blinking line.
The call is from Rose and we see both ends of the
conversation. She is in her kitchen with a mystified Lizzy.

LOVETT
This is Brock Lovett. What can I do
for you, Mrs...?

BUELL
Rose Calvert.

LOVETT
...Mrs. Calvert?

ROSE
I was just wondering if you had found
the "Heart of the Ocean" yet, Mr.
Lovett.

Brock almost drops the phone. Bobby sees his shocked
expression...

BUELL
I told you you wanted to take this
call.

LOVETT
(to Rose)
Alright. You have my attention, Rose.
Can you tell me who the woman in the
picture is?

ROSE
Oh yes. The woman in the picture is
me.

CUT TO:

EXT. OCEAN - DAY

SMASH CUT TO AN ENORMOUS SEA STALLION HELICOPTER thundering
across the ocean. PAN 180 degrees as it roars past. There is
no land at either horizon. The Keldysh is visible in the
distance.

CLOSE ON A WINDOW

Of the monster helicopter. Rose's face is visible, looking
out calmly.

CUT TO:

EXT. KELDYSH - DAY

Brock and Bodine are watching Mir 2 being swung over the
side to start a dive.

BODINE
She's a goddamned liar! A nutcase.
Like that... what's her name? That
Anastasia babe.

BUELL
They're inbound.

Brock nods and the three of them head forward to meet the
approaching helo.

BODINE
She says she's Rose DeWitt Bukater,
right? Rose DeWitt Bukater died on
the Titanic. At the age of 17. If
she'd've lived, she'd be over a
hundred now.

LOVETT
A hundred and one next month.

BODINE
Okay, so she's a very old goddamned
liar. I traced her as far back as
the 20's... she was working as an
actress in L.A. An actress. Her name
was Rose Dawson. Then she married a
guy named Calvert, moved to Cedar
Rapids, had two kids. Now Calvert's
dead, and from what I've heard Cedar
Rapids is dead.

The Sea Stallion approaches the ship, BG, forcing Brock to
yell over the rotors.

LOVETT
And everybody who knows about the
diamond is supposed to be dead... or
on this ship. But she knows about
it. And I want to hear what she has
to say. Got it?

CUT TO:

EXT. KELDYSH HELIPAD

IN A THUNDERING DOWNBLAST the helicopter's wheels bounce
down on the helipad.

Lovett, Buell and Bodine watch as the HELICOPTER CREW CHIEF
hands out about ten suitcases, and then Rose is lowered to
the deck in a wheelchair by Keldysh crewmen. Lizzy, ducking
unnecessarily under the rotor, follows her out, carrying
FREDDY the Pomeranian. The crew chief hands a puzzled Keldysh
crewmember a goldfish bowl with several fish in it. Rose
does not travel light.

HOLD ON the incongruous image of this little old lady, looking
impossibly fragile amongst all the high tech gear, grungy
deck crew and gigantic equipment.

BODINE
S'cuse me, I have to go check our
supply of Depends.

CUT TO:

INT. ROSE'S STATEROOM / KELDYSH - DAY

Lizzy is unpacking Rose's things in the small utilitarian
room. Rose is placing a number of FRAMED PHOTOS on the bureau,
arranging them carefully next to the fishbowl. Brock and
Bodine are in the doorway.

LOVETT
Is your stateroom alright?

ROSE
Yes. Very nice. Have you met my
granddaughter, Lizzy? She takes care
of me.

LIZZY
Yes. We met just a few minutes ago,
grandma. Remember, up on deck?

ROSE
Oh, yes.

Brock glances at Bodine... oh oh. Bodine rolls his eyes.
Rose finishes arranging her photographs. We get a general
glimpse of them: the usual snapshots... children and
grandchildren, her late husband.

ROSE
There, that's nice. I have to have
my pictures when I travel. And Freddy
of course.
(to the Pomeranian)
Isn't that right, sweetie.

LOVETT
Would you like anything?

ROSE
I should like to see my drawing.

CUT TO:

INT. LAB DECK, PRESERVATION AREA

Rose looks at the drawing in its tray of water, confronting
herself across a span of 84 years. Until they can figure out
the best way to preserve it, they have to keep it immersed.
It sways and ripples, almost as if alive.

TIGHT ON Rose's ancient eyes, gazing at the drawing.

FLASHCUT of a man's hand, holding a conte crayon deftly
creating a shoulder and the shape of her hair with two
efficient lines.

THE WOMAN'S FACE IN THE DRAWING

Dancing under the water.

FLASHCUT of a man's eyes, just visible over the top of a
sketching pad. They look up suddenly right into the LENS.
Soft eyes, but fearlessly direct.

Rose smiles, remembering. Brock has the reference photo of
the necklace in his hand.

LOVETT
Louis the Sixteenth wore a fabulous
stone, called the Blue Diamond of
the Crown, which disappeared in 1792,
about the time Louis lost everything
from the neck up. The theory goes
that the crown diamond was chopped
too... recut into a heart-like
shape... and it became Le Coeur de
la Mer. The Heart of the Ocean. Today
it would be worth more than the Hope
Diamond.

ROSE
It was a dreadful, heavy thing.
(she points at the
drawing)
I only wore it this once.

LIZZY
You actually believe this is you,
grandma?

ROSE
It is me, dear. Wasn't I a hot number?

LOVETT
I tracked it down through insurance
records... and old claim that was
settled under terms of absolute
secrecy. Do you know who the claiment
was, Rose?

ROSE
Someone named Hockley, I should
imagine.

LOVETT
Nathan Hockley, right. Pittsburgh
steel tycoon. For a diamond necklace
his son Caledon Hockley bought in
France for his fiancee... you... a
week before he sailed on Titanic.
And the claim was filed right after
the sinking. So the diamond had to've
gone down with the ship.
(to Lizzy)
See the date?

LIZZY
April 14, 1912.

LOVETT
If your grandma is who she says she
is, she was wearing the diamond the
day Titanic sank.
(to Rose)
And that makes you my new best friend.
I will happily compensate you for
anything you can tell us that will
lead to its recovery.

ROSE
I don't want your money, Mr. Lovett.
I know how hard it is for people who
care greatly for money to give some
away.

BODINE
(skeptical)
You don't want anything?

ROSE
(indicating the drawing)
You may give me this, if anything I
tell you is of value.

LOVETT
Deal.
(crossing the room)
Over here are a few things we've
recovered from your staterooms.

Laid out on a worktable are fifty or so objects, from mundane
to valuable. Rose, shrunken in her chair, can barely see
over the table top. With a trembling hand she lifts a tortoise
shell hand mirror, inlaid with mother of pearl. She caresses
it wonderingly.

ROSE
This was mine. How extraordinary! It
looks the same as the last time I
saw it.

She turns the mirror over and looks at her ancient face in
the cracked glass.

ROSE
The reflection has changed a bit.

She spies something else, a silver and moonstone art-nouveau
brooch.

ROSE
My mother's brooch. She wanted to go
back for it. Caused quite a fuss.

Rose picks up an ornate art-nouveau HAIR COMB. A jade
butterfly takes flight on the ebony handle of the comb. She
turns it slowly, remembering. We can see that Rose is
experiencing a rush of images and emotions that have lain
dormant for eight decades as she handles the butterfly comb.

LOVETT
Are you ready to go back to Titanic?

CUT TO:

INT. IMAGING SHACK / KELDYSH

It is a darkened room lined with TV monitors. IMAGES OF THE
WRECK fill the screens, fed from Mir One and Two, and the
two ROVs, Snoop Dog and DUNCAN.

BODINE
Live from 12,000 feet.

Rose stares raptly at the screens. She is enthralled by one
in particular, an image of the bow railing. It obviously
means something to her. Brock is studying her reactions
carefully.

BODINE
The bow's stuck in the bottom like
an axe, from the impact. Here... I
can run a simulation we worked up on
this monitor over here.

Lizzy turns the chair so Rose can see the screen of Bodine's
computer. As he is calling up the file, he keeps talking.

BODINE
We've put together the world's largest
database on the Titanic. Okay, here...

LOVETT
Rose might not want to see this,
Lewis.

ROSE
No, no. It's fine. I'm curious.

Bodine starts a COMPUTER ANIMATED GRAPHIC on the screen,
which parallels his rapid-fire narration.

BODINE
She hits the berg on the starboard
side and it sort of bumps along...
punching holes like a morse code...
dit dit dit, down the side. Now she's
flooding in the

BODINE
forward compartments... and the water
spills over the tops of the bulkheads,
going aft. As her bow is going down,
her stern is coming up... slow at
first... and then faster and faster
until it's lifting all that weight,
maybe 20 or 30 thousand tons... out
of the water and the hull can't
deal... so SKRTTT!!
(making a sound in
time with the
animation)
...it splits! Right down to the keel,
which acts like a big hinge. Now the
bow swings down and the stern falls
back level... but the weight of the
bow pulls the stern up vertical, and
then the bow section detaches, heading
for the bottom. The stern bobs like
a cork, floods and goes under about
2:20 a.m. Two hours and forty minutes
after the collision.

The animation then follows the bow section as it sinks. Rose
watches this clinical dissection of the disaster without
emotion.

BODINE
The bow pulls out of its dive and
planes away, almost a half a mile,
before it hits the bottom going maybe
12 miles an hour. KABOOM!

The bow impacts, digging deeply into the bottom, the animation
now follows the stern.

BODINE
The stern implodes as it sinks, from
the pressure, and rips apart from
the force of the current as it falls,
landing like a big pile of junk.
(indicating the
simulation)
Cool huh?

ROSE
Thank you for that fine forensic
analysis, Mr. Bodine. Of course the
experience of it was somewhat less
clinical.

LOVETT
Will you share it with us?

Her eyes go back to the screens, showing the sad ruins far
below them.

A VIEW from one of the subs TRACKING SLOWLY over the boat
deck. Rose recognizes one of the Wellin davits, still in
place. She hears ghostly waltz music. The faint and echoing
sound of an officer's voice, English accented, calling "Women
and children only".

FLASH CUTS of screaming faces in a running crowd. Pandemonium
and terror. People crying, praying, kneeling on the deck.
Just impressions... flashes in the dark.

Rose Looks at another monitor. SNOOP DOG moving down a rusted,
debris-filled corridor. Rose watches the endless row of
doorways sliding past, like dark mouths.

IMAGE OF A CHILD

Three years old, standing ankle deep in water in the middle
of an endless corridor. The child is lost alone, crying.

Rose is shaken by the flood of memories and emotions. Her
eyes well up and she puts her head down, sobbing quietly.

LIZZY
(taking the wheelchair)
I'm taking her to rest.

ROSE
No!

Her voice is surprisingly strong. The sweet little old lady
is gone, replaced by a woman with eyes of steel. Lovett
signals everyone to stay quiet.

LOVETT
Tell us, Rose.

She looks from screen to screen, the images of the ruined
ship.

ROSE
It's been 84 years...

LOVETT
Just tell us what you can --

ROSE
(holds up her hand
for silence)
It's been 84 years... and I can still
smell the fresh paint. The china had
never been used. The sheets had never
been slept in.

He switches on the minirecorder and sets it near her.

ROSE
Titanic was called the Ship of Dreams.
And it was. It really was...

As the underwater camera rises past the rusted bow rail, WE
DISSOLVE / MATCH MOVE to that same railing in 1912...

MATCH DISSOLVE:

EXT. SOUTHAMPTON DOCK - DAY

SHOT CONTINUES IN A FLORIOUS REVEAL as the gleaming white
superstructure of Titanic rises mountainously beyond the
rail, and above that the buff-colored funnels stand against
the sky like the pillars of a great temple. Crewmen move
across the deck, dwarfed by the awesome scale of the steamer.

Southampton, England, April 10, 1912. It is almost noon on
sailing day. A crowd of hundreds blackens the pier next to
Titanic like ants on a jelly sandwich.

IN FOREGROUND a gorgeous burgundy RENAULT TOURING CAR swings
into frame, hanging from a loading crane. It is lowered toward
HATCH #2.

On the pier horsedrawn vehicles, motorcars and lorries move
slowly through the dense throng. The atmosphere is one of
excitement and general giddiness. People embrace in tearful
farewells, or wave and shout bon voyage wishes to friends
and relatives on the decks above.

A white RENAULT, leading a silver-gray DAIMLER-BENZ, pushes
through the crowd leaving a wake in the press of people.
Around the handsome cars people are streaming to board the
ship, jostling with hustling seamen and stokers, porters,
and barking WHITE STAR LINE officials.

The Renault stops and the LIVERIED DRIVER scurries to open
the door for a YOUNG WOMAN dressed in a stunning white and
purple outfit, with an enormous feathered hat. She is 17
years old and beautiful, regal of bearing, with piercing
eyes.

It is the girl in the drawing. Rose. She looks up at the
ship, taking it in with cool appraisal.

ROSE
I don't see what all the fuss is
about. It doesn't look any bigger
than the Mauretania.

A PERSONAL VALET opens the door on the other side of the car
for CALEDON HOCKLEY, the 30 year old heir to the elder
Hockley's fortune. "Cal" is handsome, arrogant and rich beyond
meaning.

CAL
You can be blasť about some things,
Rose, but not about Titanic. It's
over a hundred feet longer than
Mauretania, and far more luxurious.
It has squash courts, a Parisian
cafe... even Turkish baths.

Cal turns and fives his hand to Rose's mother, RUTH DEWITT
BUKATER, who descends from the touring car being him. Ruth
is a 40ish society empress, from one of the most prominent
Philadelphia families. She is a widow, and rules her household
with iron will.

CAL
Your daughter is much too hard to
impress, Ruth.
(indicating a puddle)
Mind your step.

RUTH
(gazing at the
leviathan)
So this is the ship they say is
unsinkable.

CAL
It is unsinkable. God himself couldn't
sink this ship.

Cal speaks with the pride of a host providing a special
experience.

This entire entourage of rich Americans is impeccably turned
out, a quintessential example of the Edwardian upper class,
complete with servants. Cal's VALET, SPICER LOVEJOY, is a
tall and impassive, dour as an undertaker. Behind him emerge
TWO MAIDS, personal servants to Ruth and Rose.

A WHITE STAR LINE PORTER scurries toward them, harried by
last minute loading.

PORTER
Sir, you'll have to check your baggage
through the main terminal, round
that way --

Cal nonchalantly hands the man a fiver. The porter's eyes
dilate. Five pounds was a monster tip in those days.

CAL
I put my faith in you, good sir.
(curtly, indicating
Lovejoy)
See my man.

PORTER
Yes, sir. My pleasure, sir.

Cal never tires of the effect of money on the unwashed masses.

LOVEJOY
(to the porter)
These trunks here, and 12 more in
the Daimler. We'll have all this lot
up in the rooms.

The White Star man looks stricken when he sees the enormous
pile of steamer trunks and suitcases loading down the second
car, including wooden crates and steel safe. He whistles
frantically for some cargo-handlers nearby who come running.

Cal breezes on, leaving the minions to scramble. He quickly
checks his pocket watch.

CAL
We'd better hurry. This way, ladies.

He indicates the way toward the first class gangway. They
move into the crowd. TRUDY BOLT, Rose's maid, hustles behind
them, laden with bags of her mistress's most recent
purchases... things too delicate for the baggage handlers.

Cal leads, weaving between vehicles and handcarts, hurrying
passengers (mostly second class and steerage) and well-
wishers. Most of the first class passengers are avoiding the
smelly press of the dockside crowd by using an elevated
boarding bridge, twenty feet above.

They pass a line of steerage passengers in their coarse wool
and tweeds, queued up inside movable barriers like cattle in
a chute. A HEALTH OFFICER examines their heads one by one,
checking scalp and eyelashes for lice.

They pass a well-dressed young man cranking the handle of a
wooden Biograph "cinematograph" camera mounted on a tripod.
DANIEL MARVIN (whose father founded the Biograph Film Studio)
is filming his young bride in front of the Titanic. MARY
MARVIN stands stiffly and smiles, self conscious.

DANIEL
Look up at the ship, darling, that's
it. You're amazed! You can't believe
how big it is! Like a mountain. That's
great.

Mary Marvin, without an acting fiber in her body, does a bad
Clara Bow pantomime of awe, hands raised.

Cal is jostled by two yelling steerage boys who shove past
him. And he is bumped again a second later by the boys'
father.

CAL
Steady!!

MAN
Sorry squire!

The Cockney father pushes on, after his kids, shouting.

CAL
Steerage swine. Apparently missed
his annual bath.

RUTH
Honestly, Cal, if you weren't forever
booking everything at the last
instant, we could have gone through
the terminal instead of running along
the dock like some squalid immigrant
family.

CAL
All part of my charm, Ruth. At any
rate, it was my darling fiancee's
beauty rituals which made us late.

ROSE
You told me to change.

CAL
I couldn't let you wear black on
sailing day, sweetpea. It's bad luck.

ROSE
I felt like black.

Cal guides them out of the path of a horse-drawn wagon loaded
down with two tons of OXFORD MARMALADE, in wooden cases, for
Titanic's Victualling Department.

CAL
Here I've pulled every string I could
to book us on the grandest ship in
history, in her most luxurious
suites... and you act as if you're
going to your execution.

Rose looks up as the hull of Titanic looms over them... a
great iron wall, Bible black and sever. Cal motions her
forward, and she enters the gangway to the D Deck doors with
a sense of overwhelming dread.

OLD ROSE (V.O.)
It was the ship of dreams... to
everyone else. To me it was a slave
ship, taking me back to America in
chains.

CLOSE ON CAL'S HAND IN SLOW-MOTION

As it closes possessively over Rose's arm. He escorts her up
the gangway and the black hull of Titanic swallows them.

OLD ROSE (V.O.)
Outwardly I was everything a well
brought up girl should be. Inside, I
was screaming.

CUT TO:

A SCREAMING BLAST

From the mighty triple steam horns on Titanic's funnels,
bellowing their departure warning.

CUT TO:

EXT. SOUTHAMPTON DOCKS / TITANIC - DAY

A VIEW OF TITANIC from several blocks away, towering above
the terminal buildings like the skyline of a city. The
steamer's whistle echoes across Southampton.

PULL BACK, revealing that we were looking through a window,
and back further to show the smoky inside of a pub. It is
crowded with dockworkers and ship's crew.

Just inside the window, a poker game is in progress. FOUR
MEN, in working class clothes, play a very serious hand.

JACK DAWSON and FABRIZIO DE ROSSI, both about 20, exchange a
glance as the other two players argue in Swedish. Jack is
American, a lanky drifter with his hair a little long for
the standards of the times. He is also unshaven, and his
clothes are rumpled from sleeping in them. He is an artist,
and has adopted the bohemian style of art scene in Paris. He
is also very self-possessed and sure-footed for 20, having
lived on his own since 15.

The TWO SWEDES continue their sullen argument, in Swedish.

OLAF
(subtitled)
You stupid fishhead. I can't believe
you bet our tickets.

SVEN
(subtitled)
You lost our money. I'm just trying
to get it back. Now shutup and take
a card.

JACK
(jaunty)
Hit me again, Sven.

Jack takes the card and slips it into his hand.

EXTREME CLOSEUP JACK'S EYES

They betray nothing.

CLOSE ON FABRIZIO

Licking his lips nervously as he refuses a card.

EXTREME CLOSEUP STACK

In the middle of the table. Bills and coins from four
counrties. This has been going on for a while. Sitting on
top of the money are two 3RD CLASS TICKETS for RMS TITANIC.

The Titanic's whistle blows again. Final warning.

JACK
The moment of truth boys. Somebody's
life's about to change.

Fabrizio puts his cards down. So do the Swedes. Jack holds
his close.

JACK
Let's see... Fabrizio's got niente.
Olaf, you've got squat. Sven, uh
oh... two pair... mmm.
(turns to his friend)
Sorry Fabrizio.

FABRIZIO
What sorry? What you got? You lose
my money?? Ma va fa'n culo testa di
cazzo --

JACK
Sorry, you're not gonna see your
mama again for a long time...

He slaps a full house down on the table.

JACK
(grinning)
'Cause you're goin' to America!!
Full house boys!

FABRIZIO
Porca Madonna!! YEEAAAAA!!!

The table explodes into shouting in several languages. Jack
rakes in the money and the tickets.

JACK
(to the Swedes)
Sorry boys. Three of a kind and a
pair. I'm high and you're dry and...
(to Fabrizio)
we're going to --

FABRIZIO / JACK
L'AMERICA!!!

Olaf balls up one huge farmer's fist. We think he's going to
clobber Jack, but he swings round and punches Sven, who flops
backward onto the floor and sits there, looking depressed.
Olaf forgets about Jack and Fabrizio, who are dancing around,
and goes into a rapid harangue of his stupid cousin.

Jack kisses the tickets, then jumps on Fabrizio's back and
rides him around the pub. It's like they won the lottery.

JACK
Goin' home... to the land o' the
free and the home of the real hot-
dogs! On the TITANIC!! We're ridin'
in high style now! We're practically
goddamned royalty, ragazzo mio!!

FABRIZIO
You see? Is my destinio!! Like I
told you. I go to l'America!! To be
a millionaire!!
(to pubkeeper)
Capito?? I go to America!!

PUBKEEPER
No, mate. Titanic go to America. In
five minutes.

JACK
Shit!! Come on, Fabri!
(grabbing their stuff)
Come on!!
(to all, grinning)
It's been grand.

They run for the door.

PUBKEEPER
'Course I'm sure if they knew it was
you lot comin', they'd be pleased to
wait!

CUT TO:

EXT. TERMINAL - TITANIC

Jack and Fabrizio, carrying everything they own in the world
in the kit bags on their shoulders, sprint toward the pier.
They tear through milling crowds next to the terminal. Shouts
go up behind them as they jostle slow-moving gentlemen. They
dodge piles of luggage, and weave through groups of people.
They burst out onto the pier and Jack comes to a dead stop...
staring at the cast wall of the ship's hull, towering seven
stories above the wharf and over an eighth of a mile long.
The Titanic is monstrous.

Fabrizio runs back and grabs Jack, and they sprint toward
the third class gangway aft, at E deck. They reach the bottom
of the ramp just as SIXTH OFFICER MOODY detaches it at the
top. It starts to swing down from the gangway doors.

JACK
Wait!! We're passengers!

Flushed and panting, he waves the tickets.

MOODY
Have you been through the inspection
queue?

JACK
(lying cheerfully)
Of course! Anyway, we don't have
lice, we're Americans.
(glances at Fabrizio)
Both of us.

MOODY
(testy)
Right, come aboard.

Moody has QUARTERMASTER ROWE reattach the gangway. Jack and
Fabrizio come aboard. Moody glances at the tickets, then
passes Jack and Fabrizio through to Rowe. Rowe looks at the
names on the tickets to enter them in the passenger list.

ROWE
Gundersen. And...
(reading Fabrizio's)
Gundersen.

He hands the tickets back, eyeing Fabrizio's Mediterranean
looks suspiciously.

JACK
(grabbing Fabrizio's
arm)
Come on, Sven.

Jack and Fabrizio whoop with victory as they run down the
white-painted corridero... grinning from ear to ear.

JACK
We are the luckiest sons of bitches
in the world!

CUT TO:

EXT. TITANIC AND DOCK - DAY

The mooring lines, as big around as a man's arm, are dropped
into the water. A cheer goes up on the pier as SEVEN TUGS
pull the Titanic away from the quay.

CUT TO:

EXT. AFT WELL DECK / POOP DECK - DAY

JACK AND FABRIZIO burst through a door onto the aft well
deck. TRACKING WITH THEM as they run across the deck and up
the steel stairs to the poop deck. They get to the rail and
Jack starts to yell and wave to the crowd on the dock.

FABRIZIO
You know somebody?

JACK
Of course not. That's not the point.
(to the crowd)
Goodbye! Goodbye!! I'll miss you!

Grinning, Fabrizio joins in, adding his voice to the swell
of voices, feeling the exhilaration of the moment.

FABRIZIO
Goodbye! I will never forget you!!

CUT TO:

EXT. SOUTHAMPTON DOCK - DAY

The crowd of cheering well-wishers waves heartily as a black
wall of metal moves past them. Impossibly tiny figures wave
back from the ship's rails. Titanic gathers speed.

CUT TO:

EXT. RIVER TEST - DAY

IN A LONG LENS SHOT the prow of Titanic FILLS FRAME behind
the lead tug, which is dwarfed. The bow wave spreads before
the mighty plow of the liner's hull as it moves down the
River Test toward the English Channel.

CUT TO:

INT. THIRD CLASS BERTHING / G-DECK FORWARD - DAY

Jack and Fabrizio walk down a narrow corridor with doors
lining both sides like a college dorm. Total confusion as
people argue over luggage in several languages, or wander in
confusion in the labyrinth. They pass emigrants studying the
signs over the doors, and looking up the words in phrase
books.

They find their berth. It is a modest cubicle, painted enamel
white, with four bunks. Exposed pipes overhead. The other
two guys are already there. OLAUS and BJORN GUNDERSEN.

Jack throws his kit on one open bunk, while Fabrizio takes
the other.

BJORN
(in Swedish; subtitled)
Where is Sven?

CUT TO:

INT. SUITE B-52-56 - DAY

By contrast, the so-called "Millionaire Suite" is in the
Empire style, and comprises two bedrooms, a bath, WC, wardrobe
room, and a large sitting room. In addition there is a private
50 foot promenade deck outside.

A room service waiter pours champagne into a tulip glass of
orange juice and hands the Bucks Fizz to Rose. She is looking
through her new paintings. There is a Monet of water lilies,
a Degas of dancers, and a few abstract works. They are all
unknown paintings... lost works.

Cal is out on the covered deck, which has potted trees and
vines on trellises, talking through the doorway to Rose in
the sitting room.

CAL
Those mud puddles were certainly a
waste of money.

ROSE
(looking at a cubist
portrait)
You're wrong. They're fascinating.
Like in a dream... there's truth
without logic. What's his name
again...?
(reading off the canvas)
Picasso.

CAL
(coming into the
sitting room)
He'll never amount to a thing, trust
me. At least they were cheap.

A porter wheels Cal's private safe (which we recognize) into
the room on a handtruck.

CAL
Put that in the wardrobe.

IN THE BEDROOM

Rose enters with the large Degas of the dancers. She sets it
on the dresser, near the canopy bed. Trudy is already in
there, hanging up some of Rose's clothes.

TRUDY
It smells so brand new. Like they
built it all just for us. I mean...
just to think that tonight, when I
crawl between the sheets, I'll be
the first --

Cal appears in the doorway of the bedroom.

CAL
(looking at Rose)
And when I crawl between the sheets
tonight, I'll still be the first.

TRUDY
(blushing at the
innuendo)
S'cuse me, Miss.

She edges around Cal and makes a quick exit. Cal comes up
behind Rose and puts his hands on her shoulders. An act of
possession, not intimacy.

CAL
The first and only. Forever.

Rose's expression shows how bleak a prospect this is for
her, now.

CUT TO:

EXT. CHERBOURG HARBOR, FRANCE - LATE DUSK

Titanic stands silhouetted against a purple post-sunset sky.
She is lit up like a floating palace, and her thousand
portholes reflect in the calm harbor waters. The 150 foot
tender Nomadic lies-to alongside, looking like a rowboat.
The lights of a Cherbourg harbor complete the postcard image.

CUT TO:

INT. FIRST CLASS RECEPTION / D-DECK

Entering the first class reception room from the tender are
a number of prominent passengers. A BROAD-SHOULDERED WOMAN
in an enormous feathered hat comes up the gangway, carrying
a suitcase in each hand, a spindly porter running to catch
up with her to take the bags.

WOMAN
Well, I wasn't about to wait all day
for you, sonny. Take 'em the rest of
the way if you think you can manage.

OLD ROSE (V.O.)
At Cherbourg a woman came aboard
named Margaret Brown, but we all
called her Molly. History would call
her the Unsinkable Molly Brown. Her
husband had struck gold someplace
out west, and she was what mother
called "new money".

At 45, MOLLY BROWN is a tough talking straightshooter who
dresses in the finery of her genteel peers but will never be
one of them.

OLD ROSE (V.O.)
By the next afternoon we had made
our final stop and we were steaming
west from the coast of Ireland, with
nothing out ahead of us but ocean...

CUT TO:

EXT. BOW - DAY

The ship glows with the warm creamy light of late afternoon.
Jack and Fabrizio stand right at the bow gripping the curving
railing so familiar from images of the wreck. Jack leans
over, looking down fifty feet to where the prow cuts the
surface like a knife, sending up two glassy sheets of water.

CUT TO:

INT. / EXT. TITANIC - SERIES OF SCENES - DAY

ON THE BRIDGE, CAPTAIN SMITH turns from the binnacle to FIRST
OFFICER WILLIAM MURDOCH.

CAPTAIN SMITH
Take her to sea Mister Murdoch. Let's
stretch her legs.

Murdoch moves the engine telegraph lever to ALL AHEAD FULL.

Now begins a kind of musical/visual setpiece... an ode to
the great ship. The music is rhythmic, surging forward, with
a soaring melody that addresses the majesty and optimism of
the ship of dreams.

IN THE ENGINE ROOM

The telegraph clangs and moves to "All Ahead Full".

CHIEF ENGINEER BELL
All ahead full!

On the catwalk THOMAS ANDREWS, the shipbuilder, watches
carefully as the engineers and greasers scramble to adjust
valves. Towering above them are the twin RECIPROCATING
engines, four stories tall, their ten-foot-long connecting
rods surging up and down with the turning of the massive
crankshafts. The engines thunder like the footfalls of
marching giants.

IN THE BOILER ROOMS

The STOKERS chant a song as they hurl coal into the roaring
furnaces. The "black gang" are covered with sweat and coal
dust, their muscles working like part of the machinery as
they toil in the hellish glow.

UNDERWATER

The enormous bronze screws chop through the water, hurling
the steamer forward and churning up a vortex of foam that
lingers for miles behind the juggernaut ship. Smoke pours
from the funnels as --

The water flares higher at the bow as the ship's speeds
builds. THE CAMERA SWEEPS UP the prow to find Jack, the wind
streaming through his hair and --

Captain Smith steps out of the enclosed bridge onto the wing.
He stands with his hands on the rail, looking every bit the
storybook picture of a Captain... a great patriarch of the
sea.

FIRST OFFICER MURDOCH
Twenty one knots, sir!

SMITH
She's got a bone in her teeth now,
eh, Mr. Murdoch.

Smith accepts a cup of tea from FIFTH OFFICER LOWE. He
contentedly watches the white V of water hurled outward from
the bows like an expression of his own personal power. They
are invulnerable, towering over the sea.

AT THE BOW Jack and Fabrizio lean far over, looking down.

In the glassy bow-wave two dolphins appear, under the water,
running fast just in front of the steel blade of the prow.
They do it for the sheer joy and exultation of motion. Jack
watches the dolphins and grins. They breach, jumping clear
of the water and then dive back, crisscrossing in front of
the bow, dancing ahead of the juggernaut.

Fabrizio looks forward across the Atlantic, staring into the
sunsparkles.

FABRIZIO
I can see the Statue of Liberty
already.
(grinning at Jack)
Very small... of course.

THE CAMERA ARCS around them, until they are framed against
the sea.

NOW WE PULL BACK, across the forecastle deck. Rising, as we
continue back, and the ships rolls endlessly forward
underneath. Over the bridge wing, along the boat deck until
her funnels come INTO FRAME besides us and march past like
the pillars of heaven, one by one. We pull back and up, until
we are looking down the funnels, and the people strolling on
the decks and standing at the rail become antlike.

And still we pull back until the great lady is seen whole in
a gorgeous aerial portrait, black and severe in her majesty.

ISMAY (V.O.)
She is the largest moving object
ever made by the hand of man in all
history...

CUT TO:

INT. PALM COURT RESTAURANT - DAY

CLOSE ON J. BRUCE ISMAY, Managing Director of White Star
Line.

ISMAY
...and our master shipbuilder, Mr.
Andrews here, designed her from the
keel plates up.

He indicates a handsome 39 year old Irish gentlemen to his
right, THOMAS ANDREWS, of Harland and Wolf Shipbuilders.

WIDER

Showing the group assembled for lunch the next day. Ismay
seated with Cal, Rose, Ruth, Molly Brown and Thomas Andrews
in the Palm Court, a beautiful sunny spot enclosed by high
arched windows.

ANDREWS
(disliking the
attention)
Well, I may have knocked her together,
but the idea was Mr. Ismay's. He
envisioned a steamer so grand in
scale, and so luxurious in its
appointments, that its supremacy
would never be challenged. And here
she is...
(he slaps the table)
...willed into solid reality.

MOLLY
Why're ships always bein' called
"she"? Is it because men think half
the women around have big sterns and
should be weighed in tonnage?
(they all laugh)
Just another example of the men
settin' the rules their way.

The waiter arrives to take orders. Rose lights a cigarette.

RUTH
You know I don't like that, Rose.

CAL
She knows.

Cal takes the cigarette from her and stubs it out.

CAL
(to the waiter)
We'll both have the lamb. Rare, with
a little mint sauce.
(to Rose, after the
waiter moves away)
You like lamb, don't you sweetpea?

Molly is watching the dynamic between Rose, Cal and Ruth.

MOLLY
So, you gonna cut her meat for her
too there, Cal?
(turning to Ismay)
Hey, who came up with the name
Titanic? You, Bruce?

ISMAY
Yes, actually. I wanted to convey
sheer size. And size means stability,
luxury... and safety --

ROSE
Do you know of Dr. Freud? His ideas
about the male preoccupation with
size might be of particular interest
to you, Mr. Ismay.

Andrews chockes on his breadstick, suppressing laughter.

RUTH
My God, Rose, what's gotten into --

ROSE
Excuse me.

She stalks away.

RUTH
(mortified)
I do apologize.

MOLLY
She's a pistol, Cal. You sure you
can handle her?

CAL
(tense but feigning
unconcern)
Well, I may have to start minding
what she reads from now on.

CUT TO:

EXT. POOP DECK / AFTER DECKS - DAY

Jack sits on a bench in the sun. Titanic's wake spreads out
behind him to the horizon. He has his knees pulled up,
supporting a leather bound sketching pad, his only valuable
possession. With conte crayon he draws rapidly, using sure
strokes. An emigrant from Manchester named CARTMELL has his
3 year old daughter CORA standing on the lower rung of the
rail. She is leaned back against his beer barrel of a stomach,
watching the seagulls.

THE SKETCH captures them perfectly, with a great sense of
the humanity of the moment. Jack is good. Really good.
Fabrizio looks over Jack's shoulder. He nods appreciatively.

TOMMY RYAN, a scowling young Irish emigrant, watches as a
crewmember comes by, walking three small dogs around the
deck. One of them, a BLACK FRENCH BULLDOG, is among the
ugliest creatures on the planet.

TOMMY
That's typical. First class dogs
come down here to take a shit.

Jack looks up from his sketch.

JACK
That's so we know where we rank in
the scheme of things.

TOMMY
Like we could forget.

Jack glances across the well deck. At the aft railing of B
deck promenade stands ROSE, in a long yellow dress and white
gloves.

CLOSE ON JACK

Unable to take his eyes off of her. They are across from
each other, about 60 feet apart, with the well deck like a
valley between them. She on her promontory, he on his much
lower one. She stares down at the water.

He watches her unpin her elaborate hat and take it off. She
looks at the frilly absurd thing, then tosses it over the
rail. It sails far down to the water and is carried away,
astern. A spot of yellow in the vast ocean. He is riveted by
her. She looks like a figure in a romantic novel, sad and
isolated.

Fabrizio taps Tommy and they both look at Jack gazing at
Rose. Fabrizio and Tommy grin at each other.

Rose turns suddenly and looks right at Jack. He is caught
staring, but he doesn't look away. She does, but then looks
back. Their eyes meet across the space of the well deck,
across the gulf between worlds.

Jack sees a man (Cal) come up behind her and take her arm.
She jerks her arm away. They argue in pantomime. She storms
away, and he goes after her, disappearing along the A-deck
promenade. Jack stares after her.

TOMMY
Forget it, boyo. You'd as like have
angels fly out o' yer arse as get
next to the likes o' her.

CUT TO:

INT. FIRST CLASS DINING SALOON - NIGHT

SLOWLY PUSHING IN ON ROSE as she sits, flanked by people in
heated conversation. Cal and Ruth are laughing together,
while on the other side LADY DUFF-GORDON is holding forth
animatedly. We don't hear what they are saying. Rose is
staring at her plate, barely listening to the inconsequential
babble around her.

OLD ROSE (V.O.)
I saw my whole life as if I'd already
lived it... an endless parade of
parties and cotillions, yachts and
polo matches... always the same narrow
people, the same mindless chatter. I
felt like I was standing at a great
precipice, with no one to pull me
back, no one who cared... or even
noticed.

ANGLE BENEATH TABLE

Showing Rose's hand, holding a tiny fork from her crab salad.
She pokes the crab-fork into the skin of her arm, harder and
harder until it draws blood.

CUT TO:

INT. CORRIDOR / B DECK - NIGHT

Rose walks along the corridor. A steward coming the other
way greets her, and she nods with a slight smile. She is
perfectly composed.

CUT TO:

INT. ROSE'S BEDROOM - NIGHT

She enters the room. Stands in the middle, staring at her
reflection in the large vanity mirror. Just stands there,
then --

With a primal, anguished cry she claws at her throat, ripping
off her pearl necklace, which explodes across the room. In a
frenzy she tears at herself, her clothes, her hair... then
attacks the room. She flings everything off the dresser and
it flies clattering against the wall. She hurls a handmirror
against the vanity, cracking it.

CUT TO:

EXT. A DECK PROMENADE, AFT - NIGHT

Rose runs along the B deck promenade. She is dishevelled,
her hair flying. She is crying, her cheeks streaked with
tears. But also angry, furious! Shaking with emotions she
doesn't understand... hatred, self-hatred, desperation. A
strolling couple watch her pass. Shocked at the emotional
display in public.

CUT TO:

EXT. POOP DECK - NIGHT

Jack is kicked back on one of the benches gazing at the stars
blazing gloriously overhead. Thinking artist thoughts and
smoking a cigarette.

Hearing something, he turns as Rose runs up the stairs from
the well deck. They are the only two on the stern deck, except
for QUARTERMASTER ROWE, twenty feet above them on the docking
bridge catwalk. She doesn't see Jack in the shadows, and
runs right past him.

TRACKING WITH ROSE as she runs across the deserted fantail.
Her breath hitches in an occasional sob, which she suppresses.
Rose slams against the base of the stern flagpole and clings
there, panting. She stares out at the black water.

Then starts to climb over the railing. She has to hitch her
long dress way up, and climbing is clumsy. Moving methodically
she turns her body and gets her heels on the white-painted
gunwale, her back to the railing, facing out toward blackness.
60 feet below her, the massive propellers are churning the
Atlantic into white foam, and a ghostly wake trails off toward
the horizon.

IN A LOW ANGLE, we see Rose standing like a figurehead in
reverse. Below her are the huge letters of the name "TITANIC".

She leans out, her arms straightening... looking down
hypnotized, into the vortex below her. Her dress and hair
are lifted by the wind of the ship's movement. The only sound,
above the rush of water below, is the flutter and snap of
the big Union Jack right above her.

JACK
Don't do it.

She whips her head around at the sound of his voice. It takes
a second for her eyes to focus.

ROSE
Stay back! Don't come any closer!

Jack sees the tear tracks on her cheeks in the faint glow
from the stern running lights.

JACK
Take my hand. I'll pull you back in.

ROSE
No! Stay where you are. I mean it.
I'll let go.

JACK
No you won't.

ROSE
What do you mean no I won't? Don't
presume to tell me what I will and
will not do. You don't know me.

JACK
You would have done it already. Now
come on, take my hand.

Rose is confused now. She can't see him very well through
the tears, so she wipes them with one hand, almost losing
her balance.

ROSE
You're distracting me. Go away.

JACK
I can't. I'm involved now. If you
let go I have to jump in after you.

ROSE
Don't be absurd. You'll be killed.

He takes off his jacket.

JACK
I'm a good swimmer.

He starts unlacing his left shoe.

ROSE
The fall alone would kill you.

JACK
It would hurt. I'm not saying it
wouldn't. To be honest I'm a lot
more concerned about the water being
so cold.

She looks down. The reality factor of what she is doing is
sinking in.

ROSE
How cold?

JACK
(taking off his left
shoe)
Freezing. Maybe a couple degrees
over.

He starts unlacing his right shoe.

JACK
Ever been to Wisconsin?

ROSE
(perplexed)
No.

JACK
Well they have some of the coldest
winters around, and I grew up there,
near Chippewa Falls. Once when I was
a kid me and my father were ice-
fishing out on Lake Wissota... ice-
fishing's where you chop a hole in
the --

ROSE
I know what ice fishing is!

JACK
Sorry. Just... you look like kind of
an indoor girl. Anyway, I went through
some thin ice and I'm tellin' ya,
water that cold... like that right
down there... it hits you like a
thousand knives all over your body.
You can't breath, you can't think...
least not about anything but the
pain.
(takes off his other
shoe)
Which is why I'm not looking forward
to jumping in after you. But like I
said, I don't see a choice. I guess
I'm kinda hoping you'll come back
over the rail and get me off the
hook here.

ROSE
You're crazy.

JACK
That's what everybody says. But with
all due respect, I'm not the one
hanging off the back of a ship.

He slides one step closer, like moving up on a spooked horse.

JACK
Come on. You don't want to do this.
Give me your hand.

Rose stares at this madman for a long time. She looks at his
eyes and they somehow suddenly seem to fill her universe.

ROSE
Alright.

She unfastens one hand from the rail and reaches it around
toward him. He reaches out to take it, firmly.

JACK
I'm Jack Dawson.

ROSE
(voice quavering)
Pleased to meet you, Mr. Dawson.

Rose starts to turn. Now that she has decided to live, the
height is terrifying. She is overcome by vertigo as she shifts
her footing, turning to face the ship. As she starts to climb,
her dress gets in the way, and one foot slips off the edge
of the deck.

She plunges, letting out a piercing SHRIEK. Jack, gripping
her hand, is jerked toward the rail. Rose barely grabs a
lower rail with her free hand.

QUARTERMASTER ROWE, up on the docking bridge hears the scream
and heads for the ladder.

ROSE
HELP! HELP!!

JACK
I've got you. I won't let go.

Jack holds her hand with all his strength, bracing himself
on the railing with his other hand. Rose tries to get some
kind of foothold on the smooth hull. Jack tries to lift her
bodily over the railing. She can't get any footing in her
dress and evening shoes, and she slips back. Rose SCREAMS
again.

Jack, awkwardly clutching Rose by whatever he can get a grip
on as she flails, gets her over the railing. They fall
together onto the deck in a tangled heap, spinning in such a
way that Jack winds up slightly on top of her.

Rowe slides down the ladder from the docking bridge like
it's a fire drill and sprints across the fantail.

ROWE
Here, what's all this?!

Rowe runs up and pulls Jack off of Rose, revealing her
dishevelled and sobbing on the deck. Her dress is torn, and
the hem is pushing up above her knees, showing one ripped
stocking. He looks at Jack, the shaggy steerage man with his
jacket off, and the first class lady clearly in distress,
and starts drawing conclusions. Two seamen chug across the
deck to join them.

ROWE
(to Jack)
Here you, stand back! Don't move an
inch!
(to the seamen)
Fetch the Master at Arms.

CUT TO:

EXT. POOP DECK - NIGHT

A few minutes later. Jack is being detained by the burly
MASTER AT ARMS, the closest thing to a cop on board. He is
handcuffing Jack. Cal is right in front of Jack, and furious.
He has obviously just rushed out here with Lovejoy and another
man, and none of them have coats over their black tie evening
dress. The other man is COLONEL ARCHIBALD GRACIE, a
mustachioed blowhard who still has his brandy snifter. He
offers it to Rose, who is hunched over crying on a bench
nearby, but she waves it away. Cal is more concerned with
Jack. He grabs him by the lapels.

CAL
What made you think you could put
your hands on my fiancee?! Look at
me, you filth! What did you think
you were doing?!

ROSE
Cal, stop! It was an accident.

CAL
An accident?!

ROSE
It was... stupid really. I was leaning
over and I slipped.

Rose looks at Jack, getting eye contact.

ROSE
I was leaning way over, to see the...
ah... propellers. And I slipped and
I would have gone overboard... and
Mr. Dawson here saved me and he almost
went over himself.

CAL
You wanted to see the propellers?

GRACIE
(shaking his head)
Women and machinery do not mix.

MASTER AT ARMS
(to Jack)
Was that the way of it?

Rose is begging him with her eyes not to say what really
happened.

JACK
Uh huh. That was pretty much it.

He looks at Rose a moment longer. Now they have a secret
together.

COLONEL GRACIE
Well! The boy's a hero then. Good
for you son, well done!
(to Cal)
So it's all's well and back to our
brandy, eh?

Jack is uncuffed. Cal gets Rose to her feet and moving.

CAL
(rubbing her arms)
Let's get you in. You're freezing.

Cal is leaving without a second thought for Jack.

GRACIE
(low)
Ah... perhaps a little something for
the boy?

CAL
Oh, right. Mr. Lovejoy. A twenty
should do it.

ROSE
Is that the going rate for saving
the woman you love?

CAL
Rose is displeased. Mmm... what to
do?

Cal turns back to Jack. He appraises him condescendingly...
a steerage ruffian, unwashed and ill-mannered.

CAL
I know.
(to Jack)
Perhaps you could join us for dinner
tomorrow, to regale our group with
your heroic tale?

JACK
(looking straight at
Rose)
Sure. Count me in.

CAL
Good. Settled then.

Cal turns to go, putting a protective arm around Rose. He
leans close to Gracie as they walk away.

CAL
This should be amusing.

JACK
(as Lovejoy passes)
Can I bum a cigarette?

Lovejoy smoothly draws a silver cigarette case from his jacket
and snaps it open. Jack takes a cigarette, then another,
popping it behind his ear for later. Lovejoy lights Jack's
cigarette.

LOVEJOY
You'll want to tie those.
(Jack looks at his
shoes)
Interesting that the young lady
slipped so mighty all of a sudden
and you still had time to take of
your jacket and shoes. Mmmm?

Lovejoy's expression is bland, but the eyes are cold. He
turns away to join his group.

CUT TO:

INT. ROSE'S BEDROOM - NIGHT

As she undresses for bed Rose sees Cal standing in her
doorway, reflected in the cracked mirror of her vanity. He
comes toward her.

CAL
(unexpectedly tender)
I know you've been melancholy, and I
don't pretend to know why.

From behind his back he hands her a large black velvet jewel
case. She takes it, numbly.

CAL
I intended to save this till the
engagement gals next week. But I
thought tonight, perhaps a reminder
of my feeling for you...

Rose slowly opens the box. Inside is the necklace... "HEART
OF THE OCEAN" in all its glory. It is huge... a malevolent
blue stone glittering with an infinity of scalpel-like inner
reflections.

ROSE
My God... Cal. Is it a --

CAL
Diamond. Yes it is. 56 carats.

He takes the necklace and during the following places it
around her throat. He turns her to the mirror, staring behind
her.

CAL
It was once worn by Louis the
Sixteenth. They call it Le Coeur de
la Mer, the --

ROSE
The Heart of the Ocean. Cal, it's...
it's overwhelming.

He gazes at the image of the two of them in the mirror.

CAL
It's for royalty. And we are royalty.

His fingers caress her neck and throat. He seems himself to
be disarmed by Rose's elegance and beauty. His emotion is,
for the first time, unguarded.

CAL
There's nothing I couldn't give you.
There's nothing I'd deny you if you
would deny me. Open your heart to
me, Rose.

CAMERA begins to TRACK IN ON ROSE. Closer and closer, during
the following:

OLD ROSE (V.O.)
Of course his gift was only to reflect
light back onto himself, to illuminate
the greatness that was Caledon
Hockley. It was a cold stone... a
heart of ice.

Finally, when Rose's eyes FILL FRAME, we MORPH SLOWLY to her
eyes as the are now... transforming through 84 years of
life...

TRANSITION

INT. KELDYSH IMAGING SHACK

Without a cut the wrinkled, weathered landscape of age has
appeared around her eyes. But the eyes themselves are the
same.

OLD ROSE
After all these years, feel it closing
around my throat like a dog collar.

THE CAMERA PUllS BACK to show her whole face.

ROSE
I can still feel its weight. If you
could have felt it, not just seen
it...

LOVETT
Well, that's the general idea, my
dear.

BODINE
So let me get this right. You were
gonna kill yourself by jumping off
the Titanic?
(he guffaws)
That's great!

LOVETT
(warningly)
Lewis...

But Rose laughs with Bodine.

BODINE
(still laughing)
All you had to do was wait two days!

Lovett, standing out of Rose's sightline, checks his watch.
Hours have passed. This process is taking too long.

LOVETT
Rose, tell us more about the diamond.
What did Hockley do with it after
that?

ROSE
I'm afraid I'm feeling a little tired,
Mr. Lovett.

Lizzy picks up the cue and starts to wheel her out.

LOVETT
Wait! Can you give us something go
on, here. Like who had access to the
safe. What about this Lovejoy guy?
The valet. Did he have the
combination?

LIZZY
That's enough.

Lizzy takes her out. Rose's old hand reappears at the doorway
in a frail wave goodbye.

CUT TO:

EXT. LAUNCH AREA / KELDYSH DECK - DAY

As the big hydraulic jib swings one of the Mir subs out over
the water. Lovett walks as he talks with Bobby Buell, the
partners' rep. They weave among deck cranes, launch crew,
sub maintenance guys.

BUELL
The partners are pissed.

BROCK
Bobby, buy me time. I need time.

BUELL
We're running thirty thousand a day,
and we're six days over. I'm telling
you what they're telling me. The
hand is on the plug. It's starting
to pull.

BROCK
Well you tell the hand I need another
two days! Bobby, Bobby, Bobby...
we're close! I smell it. I smell
ice. She had the diamond on... now
we just have to find out where it
wound up. I just gotta work her a
bit more. Okay?

Brock turns and sees Lizzy standing behind him. She has
overheard the past part of his dialogue with Buell. He goes
to her and hustles her away from Buell, toward a quite spot
on the deck.

BROCK
Hey, Lizzy. I need to talk to you
for a second.

LIZZY
Don't you mean work me?

BROCK
Look, I'm running out of time. I
need your help.

LIZZY
I'm not going to help you browbeat
my hundred and one year old
grandmother. I came down here to
tell you to back off.

BROCK
(with undisguised
desperation)
Lizzy... you gotta understand
something. I've bet it all to find
the Heart of the Ocean. I've got all
my dough tied up in this thing. My
wife even divorced me over this hunt.
I need what's locked inside your
grandma's memory.
(he holds out his
hand)
You see this? Right here?

She looks at his hand, palm up. Empty. Cupped, as if around
an imaginary shape.

LIZZY
What?

BROCK
That's the shape my hand's gonna be
when I hold that thing. You
understand? I'm not leaving here
without it.

LIZZY
Look, Brock, she's going to do this
her way, in her own time. Don't
forget, she contacted you. She's out
here for her own reasons, God knows
what they are.

LOVETT
Maybe she wants to make peace with
the past.

LIZZY
What past? She has never once, not
once, ever said a word about being
on the Titanic until two days ago.

LOVETT
Then we're all meeting your
grandmother for the first time.

LIZZY
(looks at him hard)
You think she was really there?

LOVETT
Oh, yeah. Yeah, I'm a believer. She
was there.

CUT TO:

INT. IMAGING SHACK

Bodine starts the tape recorder. Rose is gazing at the screen
seeing THE LIVE FEED FROM THE WRECK -- SNOOP DOG is moving
along the starboard side of the hull, heading aft. The
rectangular windows of A deck (forward) march past on the
right.

ROSE
The next day, Saturday, I remember
thinking how the sunlight felt.

DISSOLVE TO:

EXT. B DECK TITANIC - DAY

MATCH DISSOLVE from the rusting hulk to the gleaming new
Titanic in 1912, passing the end of the enclosed promenade
just as Rose walks into the sunlight right in front of us.
She is stunningly dressed and walking with purpose.

OLD ROSE (V.O.)
As if I hadn't felt the sun in years.

IT IS SATURDAY APRIL 13, 1912. Rose unlatches the gate to go
down into third class. The steerage men on the deck stop
what they're doing and stare at her.

CUT TO:

INT. THIRD CLASS GENERAL ROOM

The social center of steerage life. It is stark by comparison
to the opulence of first class, but is a loud, boisterous
place. There are mothers with babies, kids running between
the benches yelling in several languages and being scolded
in several more. There are old women yelling, men playing
chess, girls doing needlepoint and reading dime novels. There
is even an upright piano and Tommy Ryan is noodling around
it.

Three boys, shrieking and shouting, are scrambling around
chasing a rat under the benches, trying to whomp it with a
shoe and causing general havoc. Jack is playing with 5 year
old CORA CARTMELL, drawing funny faces together in his
sketchbook.

Fabrizio is struggling to get a conversation going with an
attractive Norwegian girl, HELGA DAHL, sitting with her family
at a table across the room.

FABRIZIO
No Italian? Some little English?

HELGA
No, no. Norwegian. Only.

Helga's eye is caught by something. Fabrizio looks, does a
take... and Jack, curious, follows their gaze to see...

Rose, coming toward them. The activity in the room stops...
a hush falls. Rose feels suddenly self-conscious as the
steerage passengers stare openly at this princess, some with
resentment, others with awe. She spots Jack and gives a little
smile, walking straight to him. He rises to meet her, smiling.

ROSE
Hello Jack.

Fabrizio and Tommy are floored. Its like the slipper fitting
Cinderella.

JACK
Hello again.

ROSE
Could I speak to you in private?

JACK
Uh, yes. Of course. After you.

He motions her ahead and follows. Jack glances over his
shoulder, one eyebrow raised, as he walks out with her leaving
a stunned silence.

CUT TO:

EXT. BOAT DECK - DAY

Jack and Rose walk side by side. They pass people reading
and talking in steamer chairs, some of whom glance curiously
at the mismatched couple. He feels out of place in his rough
clothes. They are both awkward, for different reasons.

JACK
So, you got a name by the way?

ROSE
Rose. Rose DeWitt Bukater.

JACK
That's quite a moniker. I may hafta
get you to write that down.

There is an awkward pause.

ROSE
Mr. Dawson, I --

JACK
Jack.

ROSE
Jack... I feel like such an idiot.
It took me all morning to get up the
nerve to face you.

JACK
Well, here you are.

ROSE
Here I am. I... I want to thank you
for what you did. Not just for...
for pulling me back. But for your
discretion.

JACK
You're welcome. Rose.

ROSE
Look, I know what you must be
thinking! Poor little rich girl.
What does she know about misery?

JACK
That's not what I was thinking. What
I was thinking was... what could
have happened to hurt this girl so
much she though she had no way out.

ROSE
I don't... it wasn't just one thing.
It was everything. It was them, it
was their whole world. And I was
trapped in it, like an insect in
amber.
(in a rush)
I just had to get away... just run
and run and run... and then I was at
the back rail and there was no more
ship... even the Titanic wasn't big
enough. Not enough to get away from
them. And before I'd really though
about it, I was over the rail. I was
so furious. I'll show them. They'll
be sorry!

JACK
Uh huh. They'll be sorry. 'Course
you'll be dead.

ROSE
(she lowers her head)
Oh God, I am such an utter fool.

JACK
That penguin last night, is he one
of them?

ROSE
Penguin? Oh, Cal! He is them.

JACK
Is he your boyfriend?

ROSE
Worse I'm afraid.

She shows him her engagement ring. A sizable diamond.

JACK
Gawd look at that thing! You would
have gone straight to the bottom.

They laugh together. A passing steward scowls at Jack, who
is clearly not a first class passenger, but Rose just glares
at him away.

JACK
So you feel like you're stuck on a
train you can't get off 'cause you're
marryin' this fella.

ROSE
Yes, exactly!

JACK
So don't marry him.

ROSE
If only it were that simple.

JACK
It is that simple.

ROSE
Oh, Jack... please don't judge me
until you've seen my world.

JACK
Well, I guess I will tonight.

Looking for another topic, any other topic, she indicates
his sketchbook.

ROSE
What's this?

JACK
Just some sketches.

ROSE
May I?

The question is rhetorical because she has already grabbed
the book. She sits on a deck chair and opens the sketchbook.

ON JACK'S sketches... each one an expressive little bit of
humanity: an old woman's hands, a sleeping man, a father and
daughter at the rail. The faces are luminous and alive. His
book is a celebration of the human condition.

ROSE
Jack, these are quite good! Really,
they are.

JACK
Well, they didn't think too much of
'em in Paree.

Some loose sketches fall out and are taken by the wind. Jack
scrambles after them... catching two, but the rest are gone,
over the rail.

ROSE
Oh no! Oh, I'm so sorry. Truly!

JACK
Well, they didn't think too much of
'em in Paree.

He snaps his wrist, shaking his drawing hand in a flourish.

JACK
I just seem to spew 'em out. Besides,
they're not worth a damn anyway.

For emphasis he throws away the two he caught. They sail
off.

ROSE
(laughing)
You're deranged!

She goes back to the book, turning a page.

ROSE
Well, well...

She has come upon a series of nudes. Rose is transfixed by
the languid beauty he has created. His nudes are soulful,
real, with expressive hands and eyes. They feel more like
portraits than studies of the human form... almost
uncomfortably intimate. Rose blushes, raising the book as
some strollers go by.

ROSE
(trying to be very
adult)
And these were drawn from life?

JACK
Yup. That's one of the great things
about Paris. Lots of girls willing
take their clothes off.

She studies one drawing in particular, the girl posed half
in sunlight, half in shadow. Her hands lie at her chin, one
furled and one open like a flower, languid and graceful. The
drawing is like an Alfred Steiglitz print of Georgia O'Keefe.

ROSE
You liked this woman. You used her
several times.

JACK
She had beautiful hands.

ROSE
(smiling)
I think you must have had a love
affair with her...

JACK
(laughing)
No, no! Just with her hands.

ROSE
(looking up from the
drawings)
You have a gift, Jack. You do. You
see people.

JACK
I see you.

There it is. That piercing gaze again.

ROSE
And...?

JACK
You wouldn'ta jumped.

CUT TO:

INT. RECEPTION ROOM / D-DECK - DAY

Ruth is having tea with NOEL LUCY MARTHA DYER-EDWARDS, the
COUNTESS OF ROTHES, a 35ish English blue-blood with patirician
features. Ruth sees someone coming across the room and lowers
her voice.

RUTH
Oh no, that vulgar Brown woman is
coming this way. Get up, quickly
before she sits with us.

Molly Brown walks up, greeting them cheerfully as they are
rising.

MOLLY
Hello girls, I was hoping I'd catch
you at tea.

RUTH
We're awfully sorry you missed it.
The Countess and I are just off to
take the air on the boat deck.

MOLLY
That sounds great. Let's go. I need
to catch up on the gossip.

Ruth grits her teeth as the three of them head for the Grand
Staircase to go up. TRACKING WITH THEM, as they cross the
room, the SHOT HANDS OFF to Bruce Ismay and Captain Smith at
another table.

ISMAY
So you've not lit the last four
boilers then?

SMITH
No, but we're making excellent time.

ISMAY
(impatiently)
Captain, the press knows the size of
Titanic, let them marvel at her speed
too. We must give them something new
to print. And the maiden voyage of
Titanic must make headlines!

SMITH
I prefer not to push the engines
until they've been properly run in.

ISMAY
Of course I leave it to your good
offices to decide what's best, but
what a glorious end to your last
crossing if we get into New York
Tuesday night and surprise them all.
(Ismay slaps his hand
on the table)
Retire with a bang, eh, E.J.?

A beat. Then Smith nods, stiffy.

CUT TO:

EXT. A DECK PROMENADE - DAY

Rose and Jack stroll aft, past people lounging on deck chairs
in the slanting late-afternoon light. Stewards scurry to
serve tea or hot cocoa.

ROSE
(girlish and excited)
You know, my dream has always been
to just chuck it all and become an
artist... living in a garret, poor
but free!

JACK
(laughing)
You wouldn't last two days. There's
no hot water, and hardly ever any
caviar.

ROSE
(angry in a flash)
Listen, buster... I hate caviar! And
I'm tired of people dismissing my
dreams with a chuckle and a pat on
the head.

JACK
I'm sorry. Really... I am.

ROSE
Well, alright. There's something in
me, Jack. I feel it. I don't know
what it is, whether I should be an
artist, or, I don't know... a dancer.
Like Isadora Duncan.... a wild pagan
spirit...

She leaps forward, lands deftly and whirls like a dervish.
Then she sees something ahead and her face lights up.

ROSE
...or a moving picture actress!

She takes his hand and runs, pulling him along the deck toward --

DANIEL AND MARY MARVIN. Daniel is cranking the big wooden
movie camera as she poses stiffly at the rail.

MARVIN
You're sad. Sad, sad, sad. You've
left your lover on the shore. You
may never see him agian. Try to be
sadder, darling.

SUDDENLY Rose shoots into the shot and strikes a theatrical
pose at the rail next to Mary. Mary bursts out laughing.
Rose pulls Jack into the picture and makes him pose.

Marvin grins and starts yelling and gesturing. We see this
in CUTS, with music and no dialogue.

SERIES OF CUTS:

Rose posing tragically at the rail, the back of her hand to
her forehead.

Jack on a deck chair, pretending to be a Pasha, the two girls
pantomiming fanning him like slave girls.

Jack, on his knees, pleading with his hands clasped while
Rose, standing, turns her head in bored disdain.

Rose cranking the camera, while Daniel and Jack have a western
shoot-out. Jack wins and leers into the lens, twirling an
air mustache like Snidely Whiplash.

CUT TO:

EXT. A DECK PROMENADE / AFT - SUNSET

Painted with orange light, Jack and Rose lean on the A-deck
rail aft, shoulder to shoulder. The ship's lights come on.

It is a magical moment... perfect.

ROSE
So then what, Mr. Wandering Jack?

JACK
Well, then logging got to be too
much like work, so I went down to
Los Angeles to the pier in Santa
Monica. That's a swell place, they
even have a rollercoaster. I sketched
portraits there for ten cents a piece.

ROSE
A whole ten cents?!

JACK
(not getting it)
Yeah; it was great money... I could
make a dollar a day, sometimes. But
only in summer. When it got cold, I
decided to go to Paris and see what
the real artists were doing.

ROSE
(looks at the dusk
sky)
Why can't I be like you Jack? Just
head out for the horizon whenever I
feel like it.
(turning to him)
Say we'll go there, sometime... to
that pier... even if we only ever
just talk about it.

JACK
Alright, we're going. We'll drink
cheap beer and go on the rollercoaster
until we throw up and we'll ride
horses on the beach... right in the
surf... but you have to ride like a
cowboy, none of that side-saddle
stuff.

ROSE
You mean one leg on each side?
Scandalous! Can you show me?

JACK
Sure. If you like.

ROSE
(smiling at him)
I think I would.
(she looks at the
horizon)
And teach me to spit too. Like a
man. Why should only men be able to
spit. It's unfair.

JACK
They didn't teach you that in
finishing school? Here, it's easy.
Watch closely.

He spits. It arcs out over the water.

JACK
Your turn.

Rose screws up her mouth and spits. A pathetic little bit of
foamy spittle which mostly runs down her chin before falling
off into the water.

JACK
Nope, that was pitiful. Here, like
this... you hawk it down...
HHHNNNK!... then roll it on your
tongue, up to the front, like thith,
then a big breath and PLOOOW!! You
see the range on that thing?

She goes through the steps. Hawks it down, etc. He coaches
her through it (ad lib) while doing the steps himself. She
lets fly. So does he. Two comets of gob fly out over the
water.

JACK
That was great!

Rose turns to him, her face alight. Suddenly she blanches.
He sees her expression and turns.

Ruth, the Countess of Rothes, and Molly Brown have been
watching them hawking lugees. Rose becomes instantly composed.

ROSE
Mother, may I introduce Jack Dawson.

RUTH
Charmed, I'm sure.

Jack has a little spit running down his chin. He doesn't
know it. Molly Brown is grinning. As Rose proceeds with the
introductions, we hear...

OLD ROSE (V.O.)
The others were gracious and curious
about the man who'd saved my life.
But my mother looked at him like an
insect. A dangerous insect which
must be squashed quickly.

MOLLY
Well, Jack, it sounds like you're a
good man to have around in a sticky
spot --

They all jump as a BUGLER sounds the meal call right behind
them.

MOLLY
Why do they insist on always
announcing dinner like a damn cavalry
charge?

ROSE
Shall we go dress, mother?
(over her shoulder)
See you at dinner, Jack.

RUTH
(as they walk away)
Rose, look at you... out in the sun
with no hat. Honestly!

The Countess exits with Ruth and Rose, leaving Jack and Molly
alone on deck.

MOLLY
Son, do you have the slightest
comprehension of what you're doing?

JACK
Not really.

MOLLY
Well, you're about to go into the
snakepit. I hope you're ready. What
are you planning to wear?

Jack looks down at his clothes. Back up at her. He hadn't
thought about that.

MOLLY
I figured.

CUT TO:

INT. MOLLY BROWN'S STATEROOM

Men's suits and jackets and formal wear are strewn all over
the place. Molly is having a fine time. Jack is dressed,
except for his jacket, and Molly is tying his bow tie.

MOLLY
Don't feel bad about it. My husband
still can't tie one of these damn
things after 20 years. There you go.

She picks up a jacket off the bed and hands it to him. Jack
goes into the bathroom to put it on. Molly starts picking up
the stuff off the bed.

MOLLY
I gotta buy everything in three sizes
'cause I never know how much he's
been eating while I'm away.

She turns and sees him, though we don't.

MOLLY
My, my, my... you shine up like a
new penny.

CUT TO:

EXT. BOAT DECK / FIRST CLASS ENTRANCE - DUSK

A purple sky, shot with orange, in the west. Drifting strains
of classic music. We TRACK WITH JACK along the deck. By
Edwardian standards he looks badass. Dashing in his borrowed
white-tie outfit, right down to his pearl studs.

A steward bows and smartly opens the door to the First Class
Entrance.

STEWARD
Good evening, sir.

Jack plays the role smoothly. Nods with just the right degree
of disdain.

CUT TO:

INT. UPPER LANDING / GRAND STAIRCASE AND A-DECK

Jack steps in and his breath is taken away by the splendor
spread out before him. Overhead is the enormous glass dome,
with a crystal chandelier at its center. Sweeping down six
stories is the First Class Grand Staircase, the epitome of
the opulent naval architecture of the time.

And the people: the women in their floor length dresses,
elaborate hairstyles and abundant jewelry... the gentlemen
in evening dress, standing with one hand at the small of the
back, talking quietly.

Jack descends to A deck. Several men nod a perfunctory
greeting. He nods back, keeping it simple. He feels like a
spy.

Cal comes down the stairs, with Ruth on his arm, covered in
jewelry. They both walk right past Jack, neither one
recognizing him. Cal nods at him, one gent to another. But
Jack barely has time to be amused. Because just behind Cal
and Ruth on the stairs is Rose, a vision in red and black,
her low-cut dress showing off her neck and shoulders, her
arms sheathed in white gloves that come well above above the
elbow. Jack is hypnotized by her beauty.

CLOSE ON ROSE

As she approaches Jack. He imitates the gentlemen's stance,
hand behind his back. She extends her gloved hand and he
takes it, kissing the back of her fingers. Rose flushes,
beaming noticeably. She can't take her eyes off him.

JACK
I saw that in a nickelodeon once,
and I always wanted to do it.

ROSE
Cal, surely you remember Mr. Dawson.

CAL
(caught off guard)
Dawson! I didn't recognize you.
(studies him)
Amazing! You could almost pass for a
gentlemen.

CUT TO:

INT. D-DECK RECEPTION ROOM

CUT TO THE RECEPTION ROOM ON D-DECK, as the party descends
to dinner. They encounter Molly Brown, looking good in a
beaded dress, in her own busty broad-shouldered way. Molly
grins when she sees Jack. As they are going into the dining
saloon she walks next to him, speaking low:

MOLLY
Ain't nothin' to it, is there, Jack?

JACK
Yeah, you just dress like a pallbearer
and keep your nose up.

MOLLY
Remember, the only thing they respect
is money, so just act like you've
got a lot of it and you're in the
club.

As they enter the swirling throng, Rose leans close to him,
pointing out several notables.

ROSE
There's the Countess Rothes. And
that's John Jacob Astor... the richest
man on the ship. His little wifey
there, Madeleine, is my age and in a
delicate condition. See how she's
trying to hide it. Quite the scandal.
(nodding toward a
couple)
And over there, that's Sir Cosmo and
Lucile, Lady Duff-Gordon. She designs
naughty lingerie, among her many
talents. Very popular with the royals.

Cal becomes engrossed in a conversations with Cosmo Duff-
Gordon and Colonel Gracie, while Ruth, the Countess and
Lucille discuss fashion. Rose picots Jack smoothly, to show
him another couple, dressed impeccably.

ROSE
And that's Benjamin Guggenheim and
his mistress, Madame Aubert. Mrs.
Guggenheim is at home with the
children, of course.

Cal, meanwhile, is accepting the praise of his male
counterparts, who are looking at Rose like a prize show horse.

SIR COSMO
Hockley, she is splendid.

CAL
Thank you.

GRACIE
Cal's a lucky man. I know him well,
and it can only be luck.

Ruth steps over, hearing the last. She takes Cal's arm,
somewhat coquettishly.

RUTH
How can you say that Colonel? Caledon
Hockley is a great catch.

The entourage strolls toward the dining saloon, where they
run into the Astor's going through the ornate double doors.

ROSE
J.J., Madeleine, I'd like you to
meet Jack Dawson.

ASTOR
(shaking his hand)
Good to meet you Jack. Are you of
the Boston Dawsons?

JACK
No, the Chippewa Falls Dawsons,
actually.

J.J. nods as if he's heard of them, then looks puzzled.
Madeleine Astor appraises Jack and whispers girlishly to
Rose:

MADELEINE
It's a pity we're both spoken for,
isn't it?

CUT TO:

INT. DINING SALOON

Like a ballroom at the palace, alive and lit by a
constellation of chandeliers, full of elegantly dressed people
and beautiful music from BANDLEADER WALLACE HARTLEY'S small
orchestra. As Rose and Jack enter and move across the room
to their table, Cal and Ruth beside them, we hear...

OLD ROSE (V.O.)
He must have been nervous but he
never faltered. They assumed he was
one of them... a young captain of
industry perhaps... new money,
obviously, but still a member of the
club. Mother of course, could always
be counted upon...

CUT TO:

INT. DINING SALOON - CLOSE ON RUTH

RUTH
Tell us of the accommodations in
steerage, Mr. Dawson. I hear they're
quite good on this ship.

WIDER: THE TABLE

Jack is seated opposite Rose, who is flanked by Cal and Thomas
Andrews. Also at the table are Molly Brown, Ismay, Colonel
Gracie, the Countess, Guggenheim, Madame Aubert, and the
Astors.

JACK
The best I've seen, m'am. Hardly any
rats.

Rose motions surreptitiously for Jack to take his napkin off
his plate.

CAL
Mr. Dawson is joining us from third
class. He was of some assistance to
my fiancee last night.
(to Jack, as if to a
child)
This is foie gras. It's goose liver.

We see whispers exchanged. Jack becomes the subject of furtive
glances. Now they're all feeling terribly liberal and
dangerous.

GUGGENHEIM
(low to Madame Aubert)
What is Hockley hoping to prove,
bringing this... bohemian... up here?

WAITER
(to Jack)
How do you take your caviar, sir?

CAL
(answering for him)
Just a soupcon of lemon...
(to Jack, smiling)
...it improves the flavor with
champagne.

JACK
(to the waiter)
No caviar for me, thanks.
(to Cal)
Never did like it much.

He looks at Rose, pokerfaced, and she smiles.

RUTH
And where exactly do you live, Mr.
Dawson?

JACK
Well, right now my address is the
RMS Titanic. After that, I'm on God's
good humor.

Salad is served. Jack reaches for the fish fork. Rose gives
him a look and picks up the salad fork, prompting him with
her eyes. He changes forks.

RUTH
You find that sort of rootless
existence appealing, do you?

JACK
Well... it's a big world, and I want
to see it all before I go. My father
was always talkin' about goin' to
see the ocean. He died in the town
he was born in, and never did see
it. You can't wait around, because
you never know what hand you're going
to get dealt next. See, my folks
died in a fire when I was fifteen,
and I've been on the road since.
Somethin' like that teaches you to
take life as it comes at you. To
make each day count.

Molly Brown raises her glass in a salute.

MOLLY
Well said, Jack.

COLONEL GRACIE
(raising his glass)
Here, here.

Rose raises her glass, looking at Jack.

ROSE
To making it count.

Ruth, annoyed that Jack has scored a point, presses him
further.

RUTH
How is it you have the means to
travel, Mr. Dawson?

JACK
I work my way from place to place.
Tramp steamers and such. I won my
ticket on Titanic here in a lucky
hand at poker.
(he glances at Rose)
A very lucky hand.

GRACIE
All life is a game of luck.

CAL
A real man makes his own luck, Archie.

Rose notices that Thomas Andrews, sitting next to her, is
writing in his notebook, completely ignoring the conversation.

ROSE
Mr. Andrews, what are you doing? I
see you everywhere writing in this
little book.
(grabs it and reads)
Increase number of screws in hat
hooks from 2 to 3. You build the
biggest ship in the world and this
preoccupies you?!

Andrews smiles sheepishly.

ISMAY
He knows every rivet in her, don't
you Thomas?

ANDREWS
All three million of them.

ISMAY
His blood and soul are in the ship.
She may be mine on paper, but in the
eyes of God she belongs to Thomas
Andrews.

ROSE
Your ship is a wonder, Mr. Andrews.
Truly.

ANDREWS
Thank you, Rose.

We see that Andrews has come under Rose's spell.

TIME TRANSITION

Dessert has been served and a waiter arrives with cigars in
a humidor on a wheeled cart. The men start clipping ends and
lighting.

ROSE
(low, to Jack)
Nest it'll be brandies in the Smoking
Room.

GRACIE
(rising)
Well, join me for a brandy, gentlemen?

ROSE
(low)
Now they retreat into a cloud of
smoke and congratulate each other on
being masters of the universe.

GRACIE
Joining us, Dawson? You don't want
to stay out here with the women, do
you?

Actually he does, but...

JACK
No thanks. I'm heading back.

CAL
Probably best. It'll be all business
and politics, that sort of thing.
Wouldn't interest you. Good of you
to come.

Cal and the other gentlemen exit.

ROSE
Jack, must you go?

JACK
Time for my coach to turn back into
a pumpkin.

He leans over to take her hand.

INSERT:

We see him slip a tiny folded not into her palm.

Ruth, scowling, watches him walk away across the enormous
room. Rose surreptitiously opens the note below table level.
It reads: "Make it count. Meet me at the clock".

CUT TO:

INT. A-DECK FOYER - NIGHT

Rose crosses the A-Deck foyer, sighting Jack at the landing
above. Overhead is the crystal dome. Jack has his back to
her, studying the ornate clock with its carved figures of
Honor and Glory. It softly strikes the hour.

MOVING WITH ROSE as she goes up the sweeping staircase toward
him. He turns, sees her... smiles.

JACK
Want to go to a real party?

CUT TO:

INT. THIRD CLASS GENERAL ROOM

Crowded and alive with music, laughter and raucous carrying
on. An ad hoc band is gathered near the upright piano, honking
out lively stomping music on fiddle, accordion and tambourine.
People of all ages are dancing, drinking beer and wine,
smoking, laughing, even brawling.

Tommy hands Rose a pint of stout and she hoists it. Jack
meanwhile dances with 5 year old Cora Cartmell, or tries to,
with her standing on his feet. As the tune ends, Rose leans
down to the little girl.

ROSE
May I cut in, miss?

JACK
You're still my best girl, Cora.

Cora scampers off. Rose and Jack face each other. She is
trembling as he takes her right hand in his left. His other
hand slides to the small of her back. It is an electrifying
moment.

ROSE
I don't know the steps.

JACK
Just move with me. Don't think.

The music starts and they are off. A little awkward at first,
she starts to get into it. She grins at Jack as she starts
to get the rhythm of the steps.

ROSE
Wait... stop!

She bends down, pulling off her high heeled shoes, and flings
them to Tommy. Then she grabs Jack and they plunge back into
the fray, dancing faster as the music speeds up.

CUT TO:

INT. THIRD CLASS GENERAL ROOM

The scene is rowdy and rollicking. A table gets knocked over
as a drunk crashes into it. And in the middle of it... Rose
dancing with Jack in her stocking feet. The steps are fast
and she shines with sweat. A space opens around them, and
people watch them, clapping as the band plays faster and
faster.

FABRIZIO AND HELGA

Dancing has obviated the need for a common language. He whirls
her, then she responds by whirling him... Fabrizio's eyes go
wide when he realizes she's stronger than he is.

The tune ends in a mad rush. Jack steps away from Rose with
a flourish, allowing her to take a bow. Exhilarated and
slightly tipsy, she does a graceful ballet ployer, feet turned
out perfectly. Everyone laughs and applauds. Rose is a hit
with the steerage folks, who've never had a lady party with
them.

They move to a table, flushed and sweaty. Rose grabs
Fabrizio's cigarette and takes a big drag. She's feeling
cocky. Fabrizio is grinning, holding hands with Helga.

JACK
How you two doin'?

FABRIZIO
I don't know what she's say, she
don't know what I say, so we get
along fine.

Tommy walks up with a pint for each of them. Rose chugs hers,
showing off.

ROSE
You think a first class girl can't
drink?

Everybody else is dancing again, and Bjorn Gundersen crashes
into Tommy, who sloshes his beer over Rose's dress. She
laughs, not caring. But Tommy lunges, grabbing Bjorn and
wheeling him around.

TOMMY
You stupid bastard!!

Bjorn comes around, his fists coming up... and Jack leaps
into the middle of it, pushing them apart.

JACK
Boys, boys! Did I ever tell you the
one about the Swede and the Irishman
goin' to the whorehouse?

Tommy stands there, all piss and vinegar, chest puffed up.
Then he grins and claps Bjorn on the shoulder.

ROSE
So, you think you're big tough men?
Let's see you do this.

In her stocking feet she assumes a ballet stance, arms raised,
and goes up on point, taking her entire weight on the tips
of her toes. The guys gape at her incredible muscle control.
She comes back down, then her face screws up in pain. She
grabs one foot, hopping around.

ROSE
Oooowww! I haven't done that in years.

Jack catches her as she loses her balance, and everyone cracks
up.

The DOOR to the well deck is open a few inches as Lovejoy
watches through the gap. He sees Jack holding Rose, both of
them laughing.

Lovejoy closes the door.

CUT TO:

EXT. BOAT DECK - NIGHT

The stars blaze overhead, so bright and clear you can see
the Milky Way. Rose and Jack walk along the row of lifeboats.
Still giddy from the party, they are singing a popular song
"Come Josephine in My Flying Machine".

JACK / ROSE
Come Josephine in my flying machine
And it's up she goes! Up she goes!
In the air she goes. Where? There
she goes!

They fumble the words and break down laughing. They have
reached the First Class Entrance, but don't go straight in,
not wanting the evening to end. Through the doors the sound
of the ship's orchestra wafts gently. Rose grabs a davit and
leans back, staring at the cosmos.

ROSE
Isn't it magnificent? So grand and
endless.

She goes to the rail and leans on it.

ROSE
They're such small people, Jack...
my crowd. They think they're giants
on the earth, but they're not even
dust in God's eye. They live inside
this little tiny champagne bubble...
and someday the bubble's going to
burst.

He leans at the rail next to her, his hand just touching
hers. It is the slightest contact imaginable, and all either
one of them can feel is that square inch of skin where their
hands are touching.

JACK
You're not one of them. There's been
a mistake.

ROSE
A mistake?

JACK
Uh huh. You got mailed to the wrong
address.

ROSE
(laughing)
I did, didn't I?
(pointing suddenly)
Look! A shooting star.

JACK
That was a long one. My father used
to say that whenever you saw one, it
was a soul going to heaven.

ROSE
I like that. Aren't we supposed to
wish on it?

Jack looks at her, and finds that they are suddenly very
close together. It would be so easy to move another couple
of inches, to kiss her. Rose seems to be thinking the same
thing.

JACK
What would you wish for?

After a beat, Rose pulls back.

ROSE
Something I can't have.
(she smiles sadly)
Goodnight, Jack. And thank you.

She leaves the rail and hurries through the First Class
Entrance.

JACK
Rose!!

But the door bangs shut, and she is gone. Back to her world.

CUT TO:

INT. ROSE AND CAL'S SUITE / PRIVATE PROMENADE - DAY

SUNDAY APRIL 14, 1912. A bright clear day. Sunlight splashing
across the promenade. Rose and Cal are having breakfast in
silence. The tension is palpable. Trudy Bolt, in her maid's
uniform, pours the coffee and goes inside.

CAL
I had hoped you would come to me
last night.

ROSE
I was tired.

CAL
Yes. Your exertions below decks were
no doubt exausting.

ROSE
(stiffening)
I see you had that undertaker of a
manservant follow me.

CAL
You will never behave like that again!
Do you understand?

ROSE
I'm not some foreman in your mills
than you can command! I am your
fiancee --

Cal explodes, sweeping the breakfast china off the table
with a crash. He moves to her in one shocking moment,
glowering over her and gripping the sides of her chair, so
she is trapped between his arms.

CAL
Yes! You are! And my wife... in
practice, if not yet by law. So you
will honor me, as a wife is required
to honor her husband! I will not be
made out a fool! Is this in any way
unclear?

Rose shrinks into the chair. She sees Trudy, frozen, part
way through the door bringing the orange juice. Cal follows
Rose's glance and straightens up. He stalks past the maid,
entering the stateroom.

ROSE
We... had a little accident. I'm
sorry, Trudy.

CUT TO:

INT. RUTH'S SUITE - DAY

Rose is dressed for the day, and is in the middle of helping
Ruth with her corset. The tight bindings do not inhibit Ruth's
fury at all.

RUTH
You are not to see that boy again,
do you understand me Rose? I forbid
it!

Rose has her knee at the base of her mother's back and is
pulling the corset strings with both hands.

ROSE
Oh, stop it, Mother. You'll give
yourself a nosebleed.

Ruth pulls away from her, and crosses to the door, locking
it. CLACK!

RUTH
(wheeling on her)
Rose, this is not a game! Our
situation is precarious. You know
the money's gone!

ROSE
Of course I know it's gone. You remind
me every day!

RUTH
Your father left us nothing but a
legacy of bad debts hidden by a good
name. And that name is the only card
we have to play.

Rose turns her around and grabs the corset strings again.
Ruth sucks in her waist and Rose pulls.

RUTH
I don't understand you. It is a fine
match with Hockley, and it will insure
our survival.

ROSE
(hurt and lost)
How can you put this on my shoulders?

Rose turns to her, and we see what Rose sees -- the naked
fear in her mother's eyes.

RUTH
Do you want to se me working as a
seamstress? Is that what you want?
Do you want to see our fine things
sold at an auction, our memories
scattered to the winds? My God, Rose,
how can you be so selfish?

ROSE
It's so unfair.

RUTH
Of course it's unfair! We're women.
Our choices are never easy.

Rose pulls the corset tighter.

CUT TO:

INT. FIRST CLASS DINING SALOON

At the divine service, Captain Smith is leading a group in
the hymn "Almighty Father Strong To Save." Rose and Ruth
sing in the middle of the group.

Lovejoy stands well back, keeping an eye on Rose. He notices
a commotion at the entry doors. Jack has been halted there
by two stewards. He is dressed in his third class clothes,
and stands there, hat in hand, looking out of place.

STEWARD
Look, you, you're not supposed to be
in here.

JACK
I was just here last night... don't
you remember?
(seeing Lovejoy coming
toward him)
He'll tell you.

LOVEJOY
Mr. Hockley and Mrs. DeWitt Bukater
continue to be most appreciative of
your assistance. They asked me to
give you this in gratitude --

He holds out two twenty dollar bills, which Jack refuses to
take.

JACK
I don't want money, I --

LOVEJOY
...and also to remind you that you
hold a third class ticket and your
presence here is no longer
appropriate.

Jack spots Rose but she doesn't see him.

JACK
I just need to talk to Rose for a --

LOVEJOY
Gentlemen, please see that Mr. Dawson
gets back where he belongs.
(giving the twenties
to the stewards)
And that he stays there.

STEWARD
Yes sir!
(to Jack)
Come along you.

END ON ROSE

Not seeing Jack hustled out.

ROSE
(singing)
O hear us when we cry to thee for
those in peril on the sea.

CUT TO:

INT. GYMNASIUM - DAY

An Edwardian nautilus room. There are machines we recognize,
and some don't. A woman pedals a stationary bicycle in a
long dress, looking ridiculous. Thomas Andrews is leading a
small tour group, including Rose, Ruth and Cal. Cal is working
the oars of a stationary rowing machine with a well trained
stroke.

CAL
Reminds me of my Harvard days.

T.W. McCAULEY, the gym instructor, is a bouncy little man in
white flannels, eager to show off his modern equipment, like
his present-day counterpart on an "Abflex" infomercial. He
hits a switch and a machine with a saddle on it starts to
undulate. Rose puts her hand on it, curious.

MCCAULEY
The electric horse is very popular.
We even have an electric camel.
(to Ruth)
Care to try your hand at the rowing,
m'am?

RUTH
Don't be absurd. I can't think of a
skill I should likely need less.

ANDREWS
The next stop on our tour will be
bridge. This way, please.

CUT TO:

EXT. AFT WELL DECK, B-DECK AND A-DECK - DAY

Jack, walking with determination, is followed closely by
Tommy and Fabrizio. He quickly climbs the steps to B-Deck
and steps over the gate separating 3rd from 2nd class.

TOMMY
She's a goddess amongst mortal men,
there's no denyin'. But she's in
another world, Jackie, forget her.
She's closed the door.

Jack moves furtively to the wall below the A-Deck promenade,
aft.

JACK
It was them, not her.
(glancing around the
deck)
Ready... go.

Tommy shakes his head resignedly and puts his hands together,
crouching down. Jack steps into Tommy's hands and gets boosted
up to the next deck, where he scrambles nimbly over the
railing, onto the First Class deck.

TOMMY
He's not bein' logical, I tell ya.

FABRIZIO
Amore is'a not logical.

CUT TO:

EXT. A-DECK / AFT - DAY

A man is playing with his son, who is spinning a top with a
string. The man's overcoat and hat are sitting on a deck
chair nearby. Jack emerges from behind one of the huge deck
cranes and calmly picks up the coat and bowler hat. He walks
away, slipping into the coat, and slicks his hair back with
spit. Then puts the hat on at a jaunty angle. At a distance
he could pass for a gentlemen.

CUT TO:

INT. BRIDGE / CHARTROOM - DAY

HAROLD BRIDE, the 21 year old Junior Wireless Operator,
hustles in and skirts around Andrews' tour group to hand a
Marconigram to Captain Smith.

BRIDE
Another ice warning, sir. This one
from the "Baltic".

SMITH
Thank you, Sparks.

Smith glances at the message then nonchalantly puts it in
his pocket. He nods reassuringly to Rose and the group.

SMITH
Not to worry, it's quite normal for
this time of year. In fact, we're
speeding up. I've just ordered the
last boilers lit.

Andrews scowls slightly before motioning the group toward
the door. They exit just as SECOND OFFICER CHARLES HERBERT
LIGHTOLLER comes out of the chartroom, stopping next to First
Officer Murdoch.

LIGHTOLLER
Did we ever find those binoculars
for the lookouts?

FIRST OFFICER MURDOCH
Haven't seen them since Southampton.

CUT TO:

EXT. BOAT DECK / STARBOARD SIDE - DAY

Andrews leads the group back from the bridge along the boat
deck.

ROSE
Mr. Andrews, I did the sum in my
head, and with the number of lifeboats
times the capacity you mentioned...
forgive me, but it seems that there
are not enough for everyone aboard.

ANDREWS
About half, actually. Rose, you miss
nothing, do you? In fact, I put in
these new type davits, which can
take an extra row of boats here.
(he gestures along
the deck)
But it was thought... by some...
that the deck would look too
cluttered. So I was over-ruled.

CAL
(slapping the side of
a boat)
Waste of deck space as it is, on an
unsinkable ship!

ANDREWS
Sleep soundly, young Rose. I have
built you a good ship, strong and
true. She's all the lifeboat you
need.

As they are passing Boat 7, a gentlemen turns from the rail
and walks up behind the group. It is Jack. He taps Rose on
the arm and she turns, gasping. He motions and she cuts away
from the group toward a door which Jack holds open. They
duck into the --

CUT TO:

INT. GYMNASIUM - DAY

Jack closes the door behind her, and glances out through the
ripple-glass window to the starboard rail, where the gym
instructor is chatting up the woman who was riding the bike.
Rose and Jack are alone in the room.

ROSE
Jack, this is impossible. I can't
see you.

He takes her by the shoulders.

JACK
Rose, you're no picnic... you're a
spoiled little brat even, but under
that you're a strong, pure heart,
and you're the most amazingly
astounding girl I've ever known and --

ROSE
Jack, I --

JACK
No wait. Let me try to get this out.
You're amazing... and I know I have
nothing to offer you, Rose. I know
that. But I'm involved now. You jump,
I jump, remember? I can't turn away
without knowin' that you're goin' to
be alright.

Rose feels the tears coming to her eyes. Jack is so open and
real... not like anyone she has ever known.

ROSE
You're making this very hard. I'll
be fine. Really.

JACK
I don't think so. They've got you in
a glass jar like some butterfly, and
you're goin' to die if you don't
break out. Maybe not right away,
'cause you're strong. But sooner or
later the fire in you is goin' to go
out.

ROSE
It's not up to you to save me, Jack.

JACK
You're right. Only you can do that.

ROSE
I have to get back, they'll miss me.
Please, Jack, for both our sakes,
leave me alone.

CUT TO:

INT. FIRST CLASS LOUNGE - DAY

The most elegant room on the ship, done in Louis Quinze
Versaille style. Rose sits on a divan, with a group of other
women arrayed around her. Ruth, the Countess Rothes and Lady
Duff-Gordon are taking tea. Rose is silent and still as a
porcelain figurine as the conversation washes around her.

RUTH
Of course the invitations had to be
sent back to the printers twice. And
the bridesmaids dresses! Let me tell
you what an odyssey that has been...

TRACKING SLOWLY IN on Rose as Ruth goes on.

REVERSE - ROSE'S POV

A tableau of MOTHER and DAUGHTER having tea. The four year
old girl, wearing white gloves, daintily picking up a cookie.
The mother correcting her on her posture, and the way she
holds the teacup. The little girl is trying so hard to please,
her expression serious. A glimpse of Rose at that age, and
we see the relentless conditioning... the pain to becoming
an Edwardian geisha.

ON ROSE

She calmly and deliberately turns her teacup over, spilling
tea all over her dress.

ROSE
Oh, look what I've done.

CUT TO:

EXT. TITANIC - DAY

TITANIC STEAMS TOWARD US, in the dusk light, as if lit by
the embers of a giant fire. As the ship looms, FILLING FRAME,
we push in on the bow. Jack is there, right at the apex of
the bow railing, his favorite spot. He closes his eyes,
letting the chill wind clear his head.

Jack hears her voice, behind him...

ROSE
Hello, Jack.

He turns and she is standing there.

ROSE
I changed my mind.

He smiles at her, his eyes drinking her in. Her cheeks are
red with the chill wind, and her eyes sparkle. Her hair blows
wildly about her face.

ROSE
Fabrizio said you might be up --

JACK
Sssshh. Come here.

He puts his hands on her waist. As if he is going to kiss
her.

JACK
Close your eyes.

She does, and he turns her to face forward, the way the ship
is going. He presses her gently to the rail, standing right
behind her. Then he takes her two hands and raises them until
she is standing with her arms outstetched on each side. Rose
is going along with him. When he lowers his hands, her arms
stay up... like wings.

JACK
Okay. Open them.

Rose gasps. There is nothing in her field of vision but water.
It's like there is no ship under them at all, just the two
of them soaring. The Atlantic unrolls toward her, a hammered
copper shield under a dusk sky. There is only the wind, and
the hiss of the water 50 feel below.

ROSE
I'm flying!

She leans forward, arching her back. He puts his hands on
her waist to steady her.

JACK
(singing softly)
Come Josephine in my flying machine...

Rose closes her eyes, feeling herself floating weightless
far above the sea. She smiles dreamily, then leans back,
gently pressing her back against his chest. He pushes forward
slightly against her.

Slowly he raises his hands, arms outstretched, and they meet
hers... fingertips gently touching. Then their fingers
intertwine. Moving slowly, their fingers caress through and
around each other like the bodies of two lovers.

Jack tips his face forward into her blowing hair, letting
the scent of her wash over him, until his cheek is against
her ear.

Rose turns her head until her lips are near his. She lowers
her arms, turning further, until she finds his mouth with
hers. He wraps his arms around her from behind, and they
kiss like this with her head turned and tilted back,
surrendering to him, to the emotion, to the inevitable. They
kiss, slowly and tremulously, and then with building passion.

Jack and the ship seem to merge into one force of power and
optimism, lifting her, buoying her forward on a magical
journey, soaring onward into a night without fear.

IN THE CROW'S NEST, high above and behind them, lookout
FREDERICK FLEET nudges his mate, REGINALD LEE, pointing down
at the figures in the bow.

FLEET
Wish I had those bleedin' binoculars.

JACK AND ROSE

Embracing at the bow rail, DISSOLVE SLOWLY AWAY, leaving the
ruined bow of the WRECK --

CUT TO:

INT. KELDYSH IMAGING SHACK

OLD ROSE blinks, seeming to come back to the present. She
sees the wreck on the screen, the sad ghost ship deep in the
abyss.

ROSE
That was the last time Titanic ever
saw daylight.

Brock Lovett changes the tape in the minicassette recorder.

BROCK
So we're up to dusk on the night of
the sinking. Six hours to go.

BODINE
Don't you love it? There's Smith,
he's standing there with the iceberg
warning in his fucking hand...
(remembering Rose)
...excuse me... in his hand, and
he's ordering more speed.

BROCK
26 years of experience working against
him. He figures anything big enough
to sink the ship they're going to
see in time to turn. But the ship's
too big, with too small a rudder...
it can't corner worth shit. Everything
he knows is wrong.

Rose is ignoring this conversation. She has the art-nouveau
comb with the jade butterfly on the handle in her hands,
turning it slowly. She is watching a monitor, which shows
the ruins of Suite B-52/56. PUSH IN until the image fills
frame.

TRANSITION:

INT. ROSE'S SUITE

...1912. Like in a dream the beautiful woodwork and satin
upholstery emerge from the rusted ruin. Jack is overwhelmed
by the opulence of the room. He sets his sketchbook and
drawing materials on the marble table.

ROSE
Will this light do? Don't artists
need good light?

JACK
(bad French accent)
Zat is true, I am not used to working
in such 'orreeble conditions.
(seeing the paintings)
Hey... Monet!

He crouches next to the paintings stacked against the wall.

JACK
Isn't he great... the use of color?
I saw him once... through a hole in
this garden fence in Giverny.

She goes into the adjoining walk-in wardrobe closet. He sees
her go to the safe and start working the combination. He's
fascinated.

ROSE
Cal insist on lugging this thing
everywhere.

JACK
Should I be expecting him anytime
soon?

ROSE
Not as long as the cigars and brandy
hold out.

CLUNK! She unlocks the safe. Glancing up, she meets his eyes
in the mirror behind the safe. She opens it and removes the
necklace, then holds it out to Jack who takes it nervously.

JACK
What is it? A sapphire?

ROSE
A diamond. A very rare diamond, called
the Heart of the Ocean.

Jack gazes at wealth beyond his comprehension.

ROSE
I want you to draw me like your French
girl. Wearing this.
(she smiles at him)
Wearing only this.

He looks up at her, surprised, and we...

CUT TO:

ROSE'S BEDROOM

ON THE BUTTERFLY COMB as Rose draws it out of her hair. She
shakes her head and her hair falls free around her shoulders.

IN THE SITTING ROOM

Jack is laying out his pencils like surgical tools. His
sketchbook is open and ready. He looks up as she comes into
the room, wearing a silk kimono.

ROSE
The last thing I need is another
picture of me looking like a china
doll. As a paying customer, I expect
to get what I want.

She hands him a dime and steps back, parting the kimono. The
blue stone lies on her creamy breast. Her heart is pounding
as she slowly lowers the robe.

Jake looks so stricken, it is almost comical. The kimono
drops to the floor (this is all in cuts, lyrical).

ROSE
Tell me when it looks right to you.

She poses on the divan, settling like a cat into the position
we remember from the drawing... almost.

JACK
Uh... just bend your left leg a little
and... and lower your head. Eyes to
me. That's it.

Jack starts to sketch. He drops his pencil and she stifles a
laugh.

ROSE
I believe you are blushing, Mr. Big
Artiste. I can't imagine Monsieur
Monet blushing.

JACK
(sweating)
He does landscapes.

TIGHT ON JACK as his eyes come up to look at her over the
top edge of his sketchpad. We have seen this image of him
before, in her memory. It is an image she will carry the
rest of her life.

Despite his nervousness, he draws with sure strokes, and
what emerges is the best thing he has ever done. Her pose is
languid, her hands beautiful, and her eyes radiate her energy.

PUSH SLOWLY IN ON ROSE'S FACE...

TRANSITION:

INT. KELDYSH / IMAGING SHACK

MATCH DISSOLVE/MORPH to Rose, 101 years old. Only her eyes
are the same.

OLD ROSE
My heart was pounding the whole time.
It was the most erotic moment of my
life... up till then at least.

CUT TO REVERSE:

A semicircle of listeners staring in rapt, frozen silence.
The story of Jack and Rose has finally and completely grabbed
them.

BODINE
What, uh... happened next?

OLD ROSE
(smiling)
You mean, did we "do it"?

CUT TO:

INT. ROSE AND CAL'S SUITE - NIGHT

BACK TO 1912. Jack is signing the drawing. Rose, wearing her
kimono again, is leaning on his shoulder, watching.

OLD ROSE (V.O.)
Sorry to disappoint you Mr. Bodine.

Rose gazes at the drawing. He has X-rayed her soul.

ROSE
Date it, Jack. I want to always
remember this night.

He does: 4/14/1912. Rose meanwhile scribbles a note on a
piece of Titanic stationary. We don't see what it says. She
accepts the drawing from him, and crosses to the safe in the
wardrobe.

She puts the diamond back in the safe, placing the drawing
and the note on top of it. Closes the door with a CLUNK!

CUT TO:

INT. FIRST CLASS SMOKING ROOM - NIGHT

Lovejoy enters from the Palm Court through the revolving
door and crosses the room toward Hockley. A fire is blazing
in the marble fireplace, and the usual fatcats are playing
cards, drinking and talking. Cal sees Lovejoy and detaches
from his group, coming to him.

LOVEJOY
None of the stewards have seen her.

CAL
(low but forceful)
This is ridiculous, Lovejoy. Find
her.

CUT TO:

EXT. ATLANTIC - NIGHT

TITANIC glides across an unnatural sea, black and calm as a
pool of oil. The ships lights are mirrored almost perfectly
in the black water. The sky is brilliant with stars. A meteor
traces a bright line across the heavens.

ON THE BRIDGE

Captain Smith peers out at the blackness ahead of the ship.
QUARTERMASTER HITCHINS brings him a cup of hot tea with lemon.
It steams in the bitter cold of the open bridge. Second
Officer Lightoller is next to him, staring out at the sheet
of black glass the Atlantic has become.

LIGHTOLLER
I don't think I've ever seen such a
flat calm, in 24 years at sea.

SMITH
Yes, like a mill pond. Not a breath
of wind.

LIGHTOLLER
It's make the bergs harder to see,
with no breaking water at the base.

SMITH
Mmmmm. Well, I'm off. Maintain speed
and heading, Mr. Lightoller.

LIGHTOLLER
Yes sir.

SMITH
And wake me, of course, if anything
becomes in the slightest degree
doubtful.

CUT TO:

INT. ROSE AND CAL'S SUITE

Rose, fully dressed now, returns to the sitting room. They
hear a key in the lock. Rose takes Jack's hand and leads him
silently through the bedrooms. Lovejoy enters by the sitting
room door.

LOVEJOY
Miss Rose? Hello?

He hears a door opening and goes through Cal's room toward
hers.

CUT TO:

INT. CORRIDOR OUTSIDE SUITE

Rose and Jack come out of her stateroom, closing the door.
She leads him quickly along the corridor toward the B deck
foyer. They are halfway across the open space when the sitting
room door opens in the corridor and Lovejoy comes out. The
valet sees Jack with Rose and hustles after them.

ROSE
Come on!

She and Jack break into a run, surprising the few ladies and
gentlemen about. Rose leads him past the stairs to the bank
of elevators. They run into one, shocking the hell out of
the OPERATOR.

ROSE
Take us down. Quickly, quickly!

The Operator scrambles to comply. Jack even helps him close
the steel gate. Lovejoy runs up as the lift starts to descend.
He slams one hand on the bars of the gate. Rose makes a very
rude and unladylike gesture, and laughs as Lovejoy disappears
above. The Operator gapes at her.

CUT TO:

INT. E-DECK FOYER / ELEVATORS

Lovejoy emerges from another lift and runs to the one Jack
and Rose were in. The Operator is just closing the gate to
go back up. Lovejoy runs around the bank of elevators and
scans the foyer... no Jack and Rose. He tries the stairs
going down to F-Deck.

CUT TO:

INT. F-DECK CORRIDORS / FAN ROOM

A functional space, with access to a number of machine spaces
(fan rooms, boiler uptakes). Jack and Rose are leaning against
a wall, laughing.

JACK
Pretty tough for a valet, this fella.

ROSE
He's an ex-Pinkerton. Cal's father
hired him to keep Cal out of
trouble... to make sure he always
got back to the hotel with his wallet
and watch, after some crawl through
the less reputable parts of town...

JACK
Kinda like we're doin' right now --
uh oh!

Lovejoy has spotted them from a cross-corridor nearby. He
charges toward them. Jack and Rose run around a corner into
a blind alley. There is one door, marked "CREW ONLY", and
Jack flings it open.

They enter a roaring RAN ROOM, with no way out but a ladder
going down. Jack latches the deadbolt on the door, and Lovejoy
slams against it a moment later. Jack grins at Rose, pointing
to the ladder.

JACK
After you, m'lady.

CUT TO:

INT. BOILER ROOM FIVE AND SIX

Jack and Rose come down the escape ladder and look around in
amazement. It is like a vision of hell itself, with the
roaring furnaces and black figures moving in the smoky glow.
They run the length of the boiler room, dodging amazed
stokers, and trimmers with their wheelbarrows of coal.

JACK
(shouting over the
din)
Carry on! Don't mind us!

They run through the open watertight door into BOILER ROOM
SIX. Jack pulls her through the fiercely hot alley between
two boilers and they wind up in the dark, out of sight of
the working crew. Watching from the shadows, they see the
stokers working in the hellish glow, shovelling coal into
the insatiable maws of the furnaces. The whole place thunders
with the roar of the fires.

CUT TO:

INT. FIRST CLASS SMOKING ROOM

Amid unparalleled luxury, Cal sits at a card game, sipping
brandy.

COLONEL GRACIE
We're going like hell I tell you. I
have fifty dollars that says we make
it into New York Tuesday night!

Cal looks at his gold pocket watch, and scowls, not listening.

CUT TO:

INT. BOILER ROOM SIX

The furnaces roar, silhouetting the glistening stokers. Jack
kisses Rose's face, tasting the sweat trickling down from
her forehead. They kiss passionately in the steamy, pounding
darkness.

CUT TO:

INT. HOLD #2

Jack and Rose enter and run laughing between the rows of
stacked cargo. She hugs herself against the cold, after the
dripping heat of the boiler room.

They come upon William Carter's brand new RENAULT touring
car, lashing down to a pallet. It looks like a royal coach
from a fairy tale, its brass trim and headlamps nicely set
off by its deep burgundy color.

Rose climbs into the plushly upholstered back seat, acting
very royal. There are cut crystals bud vases on the walls
back there, each containing a rose. Jack jumps into the
driver's seat, enjoying the feel of the leather and wood.

JACK
Where to, Miss?

ROSE
To the stars.

ON JACK

As her hands come out of the shadows and pull him over the
seat into the back. He lands next to her, and his breath
seems loud in the quiet darkness. He looks at her and she is
smiling. It is the moment of truth.

JACK
Are you nervous?

ROSE
Au contraire, mon cher.

He strokes her face, cherishing her. She kisses his artist's
fingers.

ROSE
Put your hands on me Jack.

He kisses her, and she slides down in the seat under his
welcome weight.

CUT TO:

INT. WIRELESS ROOM

A BRILLIANT ARC OF ELECTRICITY fills frame -- the sparks gap
of the Marconi instrument as SENIOR WIRELESS OPERATOR JACK
PHILLIPS (24) rapidly keys out a message. Junior Operator
Bride looks through the huge stack of outgoing messages
swamping them.

BRIDE
Look at this one, he wants his private
train to meet him. La dee da.
(slaps them down)
We'll be up all bloody night on this
lot.

Phillips start to receive an incoming message from a nearby
ship, the Leyland freighter CALIFORNIAN, which jams his
outgoing signal. At such close range, the beeps are deafening.

PHILLIPS
Christ! It's that idiot on the
Californian.

Cursing, Phillips furiously keys a rebuke.

CUT TO:

INT. / EXT. WIRELESS SHACK / FREIGHTER CALIFORNIAN

Wireless Operator CYRIL EVANS pulls his earphone off his ear
as the Titanic's spark deafens him. He translates the message
for THIRD OFFICER GROVES.

EVANS
Stupid bastard. I try to warn him
about the ice, and he says "Keep
out. Shut up. I'm working Cape Race."

GROVES
Now what's he sending?

EVANS
"No seasickness. Poker business good.
Al". Well that's it for me. I'm
shutting down.

As Evans wearily switches off his generator, Groves goes out
on deck. PAN OFF him to reveal the ship is stopped fifty
yards from the edge of a field of pack ice and icebergs
stretching as far as the eye can see.

CUT TO:

EXT. OCEAN / TITANIC

ON TITANIC

Steaming hellbent through the darkness, hurling up white
water at the bows. The bow comes straight at us, until the
bow wave WIPES THE FRAME --

CUT TO:

INT. HOLD #2

PUSHING IN on the rear window of the Renault, which is
completely fogged up. Rose's hand comes up and slams against
the glass for a moment, making a handprint in the veil of
condensation.

INSIDE THE CAR

Jack's overcoat is like a blanket over them. It stirs and
Rose pulls it down. They are huddled under it, intertwined,
still mostly clothed. Their faces are flushed and they look
at each other wonderingly. She puts her hand on his face, as
if making sure he is real.

ROSE
You're trembling.

JACK
It's okay. I'm alright.

He lays his cheek against her chest.

JACK
I can feel your heart beating.

She hugs his head to her chest, and just holds on for dear
life.

OLD ROSE (V.O.)
Well, I wasn't the first teenage
girl to get seduced in the backseat
of a car, and certainly not the last,
by several million. He had such fine
hands, artists' hands, but strong
too... roughened by work. I remember
their touch even now.

CUT TO:

EXT. ATLANTIC / TITANIC - NIGHT

The bow sweeps under us, and the CAMERA CLIMBS toward the
foremast and the tiny half-cylinder of the crow's nest, which
grows as we push in on lookouts Fleet and Lee. They are
stamping their feet and swinging their arms, trying to keep
warm in the 22 knot freezing wind, which whips capor of their
breath away behind.

FLEET
You can smell ice, you know, when
it's near.

LEE
Bollocks.

FLEET
Well I can.

CUT TO:

INT. BOILER ROOM SIX

Without hearing the words over the roar of the furnaces, we
see stokers telling TWO STEWARDS which way Rose and Jack
went. The stewards move off toward the forward holds.

CUT TO:

INT. CAL AND ROSE'S SUITE

Cal stands at the open safe. He stares at the drawing of
Rose and his face clenches with fury. He reads the not again:
"DARLING, NOW YOU CAN KEEP US BOTH LOCKED IN YOUR SAFE, ROSE".

Lovejoy, standing behind him, looks over his shoulder at the
drawing. Cal crumples Rose's note, then takes the drawing in
both hands as if to rip it in half. He tenses to do it, then
stops himself.

CAL
I have a better idea.

CUT TO:

INT. HOLD #2 - NIGHT

The two stewards enter. They have electric torches and play
the beams around the hold. They spot the Renault with its
fogged up rear window and approach it slowly.

FROM INSIDE

We see the torch light up Rose's passionate handprint, still
there on the fogged up glass. One steward whips open the
door.

STEWARD
Got yer!

REVERSE:

The back seat is empty.

CUT TO:

EXT. FORWARD WELL DECK AND CROW'S NEST - NIGHT

Rose and Jack, fully dressed, come through a crew door onto
the deck. They can barely stand, they are laughing so hard.

UP ABOVE THEM, IN THE CROW'S NEST, lookout Fleet hears the
disturbance below and looks around and back down to the well
deck, where he can see two figures embracing.

Jack and Rose stand in each others arms. Their breath clouds
around them in the now freezing air, but they don't even
feel the cold.

ROSE
When this ship docks, I'm getting
off with you.

JACK
This is crazy.

ROSE
I know. It doesn't make any sense.
That's why I trust it.

Jack pulls her to him and kisses her fiercely.

IN THE CROW'S NEST

Fleet nudges Lee.

FLEET
Cor... look at that, would ya.

LEE
They're a bloody sight warmer than
we are.

FLEET
Well if that's what it takes for us
two to get warm, I'd rather not, if
it's all the same.

They both have a good laugh at that one. It is Fleet whose
expression falls first. Glancing forward again, he does a
double take. The color drains out of his face.

FLEET'S POV

A massive iceberg right in their path, 500 yards out.

FLEET
Bugger me!!

Fleet reaches past Lee and rings the lookout bell three times,
then grabs the telephone, calling the bridge. He waits
precious seconds for it to be picket up, never taking his
eyes off the black mass ahead.

FLEET
Pick up, ya bastard.

CUT TO:

INT. / EXT. BRIDGE

Inside the enclosed wheelhouse, SIXTH OFFICER MOODY walks
unhurriedly to the telephone, picking it up.

FLEET (V.O.)
Is someone there?

MOODY
Yes. What do you see?

FLEET
Iceberg right ahead!

MOODY
Thank you.
(hangs up, calls to
Murdoch)
Iceberg right ahead!

Murdoch sees it and rushes to the engine room telegraph.
While signaling "FULL SPEED ASTERN" he yells to Quartermaster
Hitchins, who is at the wheel.

MURDOCH
Hard a' starboard.

MOODY
(standing behind
Hitchins)
Hard a' starboard. The helm is hard
over, sir.

CRASH SEQUENCE / SERIES OF CUTS:

CHIEF ENGINEER BELL is just checking the soup he has warming
on a steam manifold when the engine telegraph clangs, then
goes... incredibly... to FULL SPEED ASTERN. He and the other
ENGINEERS just stare at it a second, unbelieving. Then Bell
reacts.

BELL
Full astern! FULL ASTERN!!

The engineers and greasers like madmen to close steam valves
and start braking the mighty propeller shafts, big as Sequias,
to a stop.

IN BOILER ROOM SIX

Leading Stoker FREDERICK BARRETT is standing with 2nd Engineer
JAMES HESKETH when the red warning light and "STOP" indicator
come on.

BARRETT
Shut all dampers! Shut 'em!!

FROM THE BRIDGE

Murdoch watches the burg growing... straight ahead. The bow
finally starts to come left (since the ship turns the reverse
of the helm setting).

Murdoch's jaw clenches as the bow turns with agonizing
slowness. He holds his breath as the horrible physics play
out.

IN THE CROW'S NEST

Frederick Fleet braces himself.

THE BOW OF THE SHIP

Thunders right at CAMERA and --

KRUUUNCH!! The ship hits the berg on its starboard bow.

UNDERWATER

We see the ice smashing in the steel hull plates. The iceberg
bumps and scrapes along the side of the ship. Rivets pop as
the steel plate of the hull flexes under the load.

IN #2 HOLD

The two stewards stagger as the hull buckles in four feet
with a sound like THUNDER. Like a sledgehammer beating along
outside the ship, the berg splits the hull plates and the
sea pours in, sweeping them off their feet. The icy water
swirls around the Renault as the men scramble for the stairs.

ON G-DECK

Forward Fabrizio is tossed in his bunk by the impact. He
hears a sound like the greatly amplified squeal of a skate
on ice.

IN BOILER ROOM SIX

Barret and Hesketh stagger as they hear the ROLLING THUNDER
of the collision. They see the starboard side of the ship
buckle in toward them and are almost swept off their feet by
a rush of water coming in about two feet above the floor.

ON THE FORWARD WELL DECK

Jack and Rose break their kiss and look up in astonishment
as the berg sails past, blocking out the sky like a mountain.
Fragments break off it and crash down onto the deck, and
they have to jump back to avoid flying chunks of ice.

ON THE BRIDGE

Murdoch rings the watertight door alarm. He quickly throws
the switch that closes them.

MURDOCH
Hard a' port!

Judging the berg to be amidships, he is trying to clear the
stern.

BARRETT AND HESKETH

Hear the DOOR ALARM and scramble through the swirling water
to the watertight door between Boiler Rooms 6 and 5. The
room is full of water vapor as the cold sea strikes the red
hot furnaces. Barrett yells to the stokers scrambling through
the door as it comes down like a slow guillotine.

BARRETT
Go Lads! Go! Go!

He dives through into Boiler Room 5 just before the door
rumbles down with a CLANG.

JACK AND ROSE

Rush to the starboard rail in time to see the berg moving
aft down the side of the ship.

In his stateroom, surrounded by piles of plans while making
notes in his ever-present book, Andrews looks up at the sound
of a cut-crystal light fixture tinkling like a windchime.

He feels the shudder run through the ship. And we see it in
his face. Too much of his soul is in this great ship for him
not to feel its mortal wound.

IN THE FIRST CLASS SMOKING ROOM

Gracie watches his highball vibrating on the table.

IN THE PALM COURT

With its high arched windows, Molly Brown holds up her drink
to a passing waiter.

MOLLY
Hey, can I get some ice here, please?

Silently, a moving wall of ice fills the window behind her.
She doesn't see it. It disappears astern.

IN THE CROW'S NEST

Fleet turns to his Lee...

FLEET
Oy, mate... that was a close shave.

LEE
Smell ice, can you? Bleedin' Christ!

CUT TO:

INT. / EXT. BRIDGE

CLOSE ON MURDOCH

The alarm bells still clatter mindlessly, seeming to reflect
his inner state. He is in shock, unable to get a grip on
what just happened. He just ran the biggest ship in history
into an iceberg on its maiden voyage.

MURDOCH
(stiffly, to Moody)
Note the time. Enter it in the log.

Captain Smith rushes out of his cabin onto the bridge, tucking
in his shirt.

SMITH
What was that, Mr. Murdoch?

MURDOCH
An iceberg, sir. I put her hard a'
starboard and run the engines full
astern, but it was too close. I tried
to port around it, but she hi... and
I --

SMITH
Close the emergency doors.

MURDOCH
The doors are closed.

Together they rush out onto the starboard wing, and Murdoch
points. Smith looks into the darkness aft, then wheels around
to FOURTH OFFICER BOHALL.

SMITH
Find the Carpenter and get him to
sound the ship.

CUT TO:

INT. G-DECK FORWARD

In steerage, Fabrizio comes out into the hall to see what's
going on. He sees dozens of rats running toward him in the
corridor, fleeing the flooding bow. Fabrizio jumps aside as
the rats run by.

FABRIZIO
Ma -- che cazzo!

IN HIS STATEROOM

Tommy gets out of his top bunk in the dark and drops down to
the floor. SPLASH!!

TOMMY
Cor!! What in hell?!

He snaps on the light. The floor is covered with 3 inches of
freezing water, and more coming in. He pulls the door open,
and steps out into the corridor, which is flooded. Fabrizio
is running toward him, yelling something in Italian. Tommy
and Fabrizio start pounding on doors, getting everybody up
and out. The alarm spreads in several languages.

CUT TO:

INT. FIRST CLASS CORRIDOR / A-DECK

A couple of people have come out into the corridor in robes
and slippers. A STEWARD hurries along, reassuring them.

WOMAN
Why have the engines stopped? I felt
a shudder?

STEWARD #1
I shouldn't worry, m'am. We've likely
thrown a propeller blade, that's the
shudder you felt. May I bring you
anything?

THOMAS ANDREWS brushes past them, walking fast and carrying
an armload of rolled up ship's plans.

CUT TO:

EXT. FORWARD WELL DECK

Jack and Rose are leaning over the starboard rail, looking
at the hull of the ship.

JACK
Looks okay. I don't see anything.

ROSE
Could it have damaged the ship?

JACK
It didn't seem like much of a bump.
I'm sure we're okay.

Behind them a couple of steerage guys are kicking the ice
around the deck, laughing.

CUT TO:

INT. STEERAGE FORWARD

Fabrizio and Tommy are in a crowd of steerage men clogging
the corridors, heading aft away from the flooding. Many of
them have grabbed suitcases and duffel bags, some of which
are soaked.

TOMMY
If this is the direction the rats
were runnin', it's good enough for
me.

CUT TO:

INT. CORRIDOR ON B DECK

Bruce Ismay, dressed in pajamas under the topcoat, hurries
down the corridor, headed for the bridge. An officious steward
named BARNES comes along the other direction, getting the
few concerned passengers back into their rooms.

STEWARD BARNES
There's no cause for alarm. Please,
go back to your rooms.

He is stopped in his tracks by Cal and Lovejoy.

STEWARD BARNES
Please, sir. There's no emergency --

CAL
Yes there is, I have been robbed.
Now get the Master at Arms. Now you
moron!

CUT TO:

INT. BRIDGE / CHARTROOM

CLOSEUP OF CAPTAIN SMITH studying the commutator.

He turns to Andrews, standing behind him.

SMITH
A five degree list in less than ten
minutes.

SHIP'S CARPENTER JOHN HUTCHINSON enters behind him, out of
breath and clearly unnerved.

HUTCHINSON
She's making water fast... in the
forepeak tank and the forward holds,
in boiler room six.

Ismay enters, his movements quick with anger and frustration.
Smith glances at him with annoyance.

ISMAY
Why have we stopped?

SMITH
We've struck ice.

ISMAY
Well, do you think the ship is
seriously damaged?

SMITH
(glaring)
Excuse me.

Smith pushes past him, with Andrews and Hutchinson in tow.

CUT TO:

INT. BOILER ROOM

Strokers and firemen are struggling to draw the fires. They
are working in waist deep water churning around as it flows
into the boiler room, ice cold and swirling with grease from
the machinery. Chief Engineer Bell comes partway down the
ladder and shouts.

BELL
That's it, lads. Get the hell up!

They scramble up the escape ladders.

CUT TO:

EXT. B-DECK FORWARD / WELL DECK

The gentlemen, now joined by another man, leans on the forward
rail watching the steerage men playing soccer with chunks of
ice.

GENTLEMAN
I guess it's nothing too serious.
I'm going back to my cabin to read.

A 20ish YALE MAN pops through the door wearing a topcoat
over pajamas.

YALEY
Say, did I miss the fun?

Rose and Jack come up the steps from the well deck, which
are right next to the three men. They stare as the couple
climbs over the locked gate.

A moment later Captain Smith rounds the corner, followed by
Andrews and Carpenter Hutchinson. They have come down from
the bridge by the outside stairs. The three men, their faces
grim, crush right past Jack and Rose. Andrews barely glances
at her.

SMITH
Can you shore up?

HUTCHINSON
Not unless the pumps get ahead.

The inspection party goes down the stairs to the well deck.

JACK
(low, to her)
It's bad.

ROSE
We have to tell Mother and Cal.

JACK
Now it's worse.

ROSE
Come with me, Jack. I jump, you
jump... Right?

JACK
Right.

Jack follows Rose through the door inside the ship.

CUT TO:

INT. B-DECK FOYER / CORRIDOR

Jack and Rose cross the foyer, entering the corridor. Lovejoy
is waiting for them in the hall as they approach the room.

LOVEJOY
We've been looking for you miss.

Lovejoy follows and, unseen, moves close behind Jack and
smoothly slips the diamond necklace into the pocket of his
overcoat.

CUT TO:

INT. ROSE AND CAL'S SUITE

Cal and Ruth wait in the sitting room, along with the Master
at Arms and two stewards (Steward #1 and Barnes). Silence as
Rose and Jack enter. Ruth closes her robe at her throat when
she sees Jack.

ROSE
Something serious has happened.

CAL
That's right. Two things dear to me
have disappeared this evening. Now
that one is back...
(he looks from Rose
to Jack)
...I have a pretty good idea where
to find the other.
(to Master at Arms)
Search him.

The Master at Arms steps up to Jack.

MASTER AT ARMS
Coat off, mate.

Lovejoy pulls at Jack's coat and Jack shakes his head in
dismay, shrugging out of it. The Master at Arms pats him
down.

JACK
This is horseshit.

ROSE
Cal, you can't be serious! We're in
the middle of an emergency and you --

Steward Barnes pulls the Heart of the Ocean out of the pocket
of Jack's coat.

STEWARD BARNES
Is this it?

Rose is stunned. Needless to say, so is Jack.

CAL
That's it.

MASTER AT ARMS
Right then. Now don't make a fuss.

He starts to handcuff Jack.

JACK
Don't you believe it, Rose. Don't!

ROSE
(uncertain)
He couldn't have.

CAL
Of course he could. Easy enough for
a professional. He memorized the
combination when you opened the safe.

FLASHBACK

Rose at the safe, looking in the mirror and meeting Jack's
eyes as he stands behind her, watching.

ROSE
But I was with him the whole time.

CAL
(just to her, low and
cold)
Maybe he did it while you were putting
your clothes back on.

JACK
They put it in my pocket!

LOVEJOY
(holding Jack's coat)
It's not even your pocket, son.
(reading)
"Property of A. L. Ryerson".

Lovejoy shows the coat to the Master at Arms. There is a
label inside the collar with the owner's name.

MASTER AT ARMS
That was reported stolen today.

JACK
I was going to return it! Rose --

Rose feels utterly betrayed, hurt and confused. She shrinks
away from him. He starts shouting to her as Lovejoy and the
Master at Arms drag him out into the hall. She can't look
him in the eye.

JACK
Rose, don't listen to them... I didn't
do this! You know I didn't! You know
it!

She is devastated. Her mother lays a comforting hand on her
shoulder as the tears well up.

RUTH
Why do women believe men?

CUT TO:

INT. MAIL SORTING ROOM / HOLD

Smith and Andrews come down the steps to the Mail Sorting
Room and finds the clerks scrambling to pull mail from the
racks. They are furiously hauling wet sacks of mail up from
the hold below.

Andrews climbs part way down the stairs to the hold, which
is almost full. Sacks of mail float everywhere. The lights
are still on below the surface, casting an eerie glow. The
Renault is visible under the water, the brass glinting
cheerfully. Andrews looks down as the water covers his shoe,
and scrambles back up the stairs.

CUT TO:

INT. BRIDE / CHARTROOM

Andrews unrolls a big drawing of the ship across the chartroom
table. It is a side elevation, showing all the watertight
bulkheads. His hands are shaking. Murdoch and Ismay hover
behind Andrews and the Captain.

ISMAY
When can we get underway, do you
think?

Smith glares at him and turns his attention to Andrews'
drawing. The builder points to it for emphasis as he talks.

ANDREWS
Water 14 feet above the keel in ten
minutes... in the forepeak... in all
three holds... and in boiler room
six.

SMITH
That's right.

ANDREWS
Five compartments. She can stay afloat
with the first four compartments
breached. But not five. Not five. As
she goes down by the head the water
will spill over the tops of the
bulkheads... at E Deck... from one
to the next... back and back. There's
no stopping it.

SMITH
The pumps --

ANDREWS
The pumps buy you time... but minutes
only. From this moment, no matter
what we do, Titanic will founder.

ISMAY
But this ship can't sink!

ANDREWS
She is made of iron, sir. I assure
you, she can. And she will. It is a
mathematical certainty.

Smith looks like he has been gutpunched.

SMITH
How much time?

ANDREWS
An hour, two at most.

Ismay reels as his dream turns into his worst nightmare.

SMITH
And how many aboard, Mr. Murdoch?

MURDOCH
Two thousand two hundred souls aboard,
sir.

A long beat. Smith turns to his employer.

SMITH
I believe you may get your headlines,
Mr. Ismay.

CUT TO:

EXT. BOAT DECK

Andrews is striding along the boat deck, as seamen and
officers scurry to uncover the boats. Steam is venting from
pipes on the funnels overhead, and the din is horrendous.
Speech is difficult adding to the crew's level of
disorganization. Andrews sees some men fumbling with the
mechanism of one of the Wellin davits and yells to them over
the roar of steam.

ANDREWS
Turn to the right! Pull the falls
taut before you unchock. Have you
never had a boat drill?

SEAMAN
No sir! Not with these new davits,
sir.

He looks around, disgusted as the crew fumble with the davits,
and the tackle for the "falls"... the ropes which are used
to lower the boats. A few passengers are coming out on deck,
hesitantly in the noise and bitter cold.

CUT TO:

INT. ROSE AND CAL'S SUITE

From inside the sitting room they can hear knocking and voices
in the corridor.

RUTH
I had better go dress.

Ruth exits and Hockley crosses to Rose. He regards her coldly
for a moment, then SLAPS her across the face.

CAL
It is a little slut, isn't it?

To Rose the blow is inconsequential compared to the blow her
heart has been given. Cal grabs her shoulders roughly.

CAL
Look at me, you little --

There is a loud knock on the door and an urgent voice. The
door opens and their steward puts his head in.

STEWARD BARNES
Sir, I've been told to ask you to
please put on your lifebelt, and
come up to the boat deck.

CAL
Get out. We're busy.

The steward persists, coming in to get the lifebelts down
from the top of a dresser.

STEWARD
I'm sorry about the inconvenience,
Mr. Hockley, but it's Captain's
orders. Please dress warmly, it's
quite cold tonight.
(he hands a lifebelt
to Rose)
Not to worry, miss, I'm sure it's
just a precaution.

CAL
This is ridiculous.

In the corridor outside the stewards are being so polite and
obsequious they are conveying no sense of danger whatsoever.
However, it's another story in...

CUT TO:

INT. STEERAGE BERTHING AFT

BLACKNESS. Then BANG! The door is thrown open and the lights
snapped on by a steward. The Cartmell family rouses from a
sound sleep.

STEWARD #2
Everybody up. Let's go. Put your
lifebelts on.

IN THE CORRIDOR OUTSIDE

Another steward is going from door to door along the hall,
pouncing and yelling.

STEWARD #2
Lifebelts on. Lifebelts on. Everybody
up, come on. Lifebelts on...

People come out of the doors behind the steward, perplexed.
In the foreground a SYRIAN WOMAN asks her husband what was
said. He shrugs.

CUT TO:

INT. WIRELESS ROOM

ON PHILLIPS

Looking shocked.

PHILLIPS
CQD, sir?

SMITH
That's right. The distress call.
CQD. Tell whoever responds that we
are going down by the head and need
immediate assistance.

Smith hurries out.

PHILLIPS
Blimey.

BRIDE
Maybe you ought to try that new
distress call... S.O.S.
(grinning)
It may be our only chance to use it.

Phillips laughs in spite of himself and starts sending
history's first S.O.S. Dit dit dit, da da da, dit dit dit...
over and over.

CUT TO:

EXT. BOAT DECK

Thomas Andrews looks around in amazement. The deck is empty
except for the crew fumbling with the davits. He yells over
the roar of the steam to First Officer Murdoch.

ANDREWS
Where are all the passengers?

MURDOCH
They've all gone back inside. Too
damn cold and noisy for them.

Andrews feels like he is in a bad dream. He looks at his
pocketwatch and heads for the foyer entrance.

CUT TO:

INT. A-DECK FOYER

A large number of First Class passengers have gathered near
the staircase. They are getting indignant about the confusion.
Molly Brown snags a passing YOUNG STEWARD.

MOLLY
What's doing, sonny? You've got us
all trussed up and now we're cooling
our heels.

The young steward backs away, actually stumbling on the
stairs.

YOUNG STEWARD
Sorry, mum. Let me go and find out.

The jumpy piano rhythm of "Alexander's Ragtime Band" comes
out of the first class lounge a few yards away. Band leader
WALLACE HARTLEY has assembled some of his men on Captain's
orders, to allay panic.

Hockley's entourage comes up to the A-deck foyer. Cal is
carrying the lifebelts, almost as an afterthought. Rose is
like a sleepwalker.

CAL
It's just the God damned English
doing everything by the book.

RUTH
There's no need for language, Mr.
Hockley.
(to Trudy)
Go back and turn the heater on in my
room, so it won't be too cold when
we get back.

Thomas Andrews enters, looking around the magnificent room,
which he knows is doomed. Rose, standing nearby, sees his
heartbroken expression. She walks over to him and Cal goes
after her.

ROSE
I saw the iceberg, Mr. Andrews. And
I see it in your eyes. Please tell
me the truth.

ANDREWS
The ship will sink.

ROSE
You're certain?

ANDREWS
Yes. In an hour or so... all this...
will be at the bottom of the Atlantic.

CAL
My God.

Now it is Cal's turn to look stunned. The Titanic? Sinking?

ANDREWS
Please tell only who you must, I
don't want to be responsible for a
panic. And get to a boat quickly.
Don't wait. You remember what I told
you about the boats?

ROSE
Yes, I understand. Thank you.

Andrews goes off, moving among the passengers and urging
them to put on their lifebelts and get to the boats.

CUT TO:

INT. MASTER AT ARMS OFFICE

Lovejoy and the Master at Arms are handcuffing Jack to a 4"
WATER PIPE as a crewman rushes in anxiously and almost blurts
to the Master at Arms --

CREWMAN
You're wanted by the Purser, sir.
Urgently.

LOVEJOY
Go on. I'll keep an eye on him.

Lovejoy pulls a pearl handled Colt .45 automatic from under
his coat. The Master at Arms nods and tosses the handcuff
key to Lovejoy, then exits with the crewman. Lovejoy flips
the key in the air. Catches it.

CUT TO:

INT. BRIDGE

Junior Wireless Operator Bride is relaying a message to
Captain Smith from the CUNARD LINER CARPATHIA.

BRIDE
Carpathia says they're making 17
knots, full steam for them, sir.

SMITH
And she's the only one who's
responding?

BRIDE
The only one close, sir. She says
they can be here in four hours.

SMITH
Four hours!

The enormity of it hits Smith like a sledgehammer blow.

SMITH
Thank you, Bride.

He turns as Bride exits, and looks out onto the blackness.

SMITH
(to himself)
My God.

CUT TO:

EXT. BOAT DECK - NIGHT

Lightoller has his boats swung out. He is standing amidst a
crowd of uncertain passengers in all states of dress and
undress. One first class woman is barefoot. Others are in
stockings. The maitre of the restaurant is in top hat and
overcoat. Others are still in evening dress, while some are
in bathrobes and kimonos. Women are wearing lifebelts over
velvet gowns, then topping it with sole stoles. Some brought
jewels, others books, even small dogs.

Lightoller sees Smith walking stiffly toward him and quickly
goes to him. He yells into the Captain's ear, through cupped
hands, over the roar of the steam...

LIGHTOLLER
Hadn't we better get the women and
children into the boats, sir?

Smith just nods, a bit abstractly. The fire has gone out of
him. Lightoller sees the awesome truth in Smith's face.

LIGHTOLLER
(to the men)
Right! Start the loading. Women and
children!

The appalling din of escaping steam abruptly cuts off, leaving
a sudden unearthly silence in which Lightoller's voice echoes.

ON WALLACE HARTLEY

Raising his violin to play.

HARTLEY
Number 26. Ready and --

The band has reassembled just outside the First Class
Entrance, port side, near where Lightoller is calling for
the boats to be loaded. They strike up a waltz, lively and
elegant. The music wafts all over the ship.

LIGHTOLLER
Ladies, please. Step into the boat.

Finally one woman steps across the gap, into the boat,
terrified of the drop to the water far below.

WOMAN IN CROWD
You watch. They'll put us off in
these silly little boats to freeze,
and we'll all be back on board by
breakfast.

Cal, Rose and Ruth come out of the doors near the band.

RUTH
My brooch, I left my brooch. I must
have it!

She turns back to go to her room but Cal takes her by the
arm, refusing to let her go. The firmness of his hold
surprises her.

CAL
Stay here, Ruth.

Ruth sees his expression, and knows fear for the first time.

CUT TO:

INT. STEERAGE BERTHING AFT / CORRIDORS AND STAIRWELL

It is chaos, with stewards pushing their way through narrow
corridors clogged with people carrying suitcases, duffel
bags, children. Some have lifebelts on, others don't.

STEWARD #2
(to Steward #3)
I told the stupid sods no luggage.
Aw, bloody hell!

He throws up his hand at the sight of a family, loaded down
with cases and bags, completely blocking the corridor.

Fabrizio and Tommy push past the stewards, going the other
way. They reach a huge crowd gathered at the bottom of the
MAIN 3RD CLASS STAIRWELL. Fabrizio spots Helga with the rest
of the Dahl family, standing patiently with suitcases in
hand. He reaches her and she grins, hugging him.

Tommy pushes to where he can see what's holding up the group.
There is a steel gate across the top of the stairs, with
several stewards and seamen on the other side.

STEWARD
Stay calm, please. It's not time to
go up to the boats yet.

Near Tommy, an IRISHWOMAN stands stoically with two small
children and their battered luggage.

LITTLE BOY
What are we doing, mummy?

WOMAN
We're just waiting, dear. When they
finish putting First Class people in
the boats, they'll be startin' with
us, and we'll want to be all ready,
won't we?

CUT TO:

EXT. STARBOARD SIDE

Boat 7 is less than half full, with 28 aboard a boat made
for 65.

FIRST OFFICER MURDOCH
Lower away! By the left and right
together, steady lads!

The boat lurches as the falls start to pay out through the
pulley blocks. The women gasp. The boat descends, swaying
and jerking, toward the water 60 feet below. The passengers
are terrified.

CUT TO:

EXT. / INT. TITANIC HULL AND MASTER AT ARMS OFFICE

TRACKING along the rows of portholes angling down into the
water. Under the surface, they glow green.

PUSHING IN on one porthole which is half submerged. Inside
we see Jack, looking apprehensively at the water rising up
the glass.

INSIDE THE MASTER AT ARMS' OFFICE

Jack sits chained to the waterpipe, next to the porthole.
Lovejoy sits on the edge of a desk. He puts a .45 bullet on
the desk and watches it roll across and fall off. He picks
up the bullet.

LOVEJOY
You know... I believe this ship may
sink.
(crosses to Jack)
I've been asked to give you this
small token of our appreciation...

He punches Jack hard in the stomach, knocking the wind out
of him.

LOVEJOY
Compliments of Mr. Caledon Hockley.

Lovejoy flips the handcuff key in the air, catches it and
puts it in his pocket. He exits. Jack is left gasping,
handcuffed to the pipe.

CUT TO:

EXT. BOAT DECK / STARBOARD SIDE, FORWARD

At the stairwell rail on the bridge wing, Fourth Officer
Boxhall and Quartermaster Rowe light the first distress
rocket. It shoots into the sky and EXPLODES with a thunderclap
over the ship, sending out white starbursts which light up
the entire deck as they fall.

WHIP PAN off the starbursts to Ismay. The Managing Director
of White Star Line is cracking. Already at the breaking point
from his immense guilt, the rocket panics him. He starts
shouting at the officers struggling with the falls of BOAT
5.

ISMAY
There is no time to waste!
(yelling and waving
his arms)
Lower away! Lower away! Lower away!

FIFTH OFFICER LOWE, a baby-faced 28, and the youngest officer,
looks up from the tangled falls at the madman.

LOWE
Get out of the way, you fool!

ISMAY
Do you know who I am?

Lowe, not having a clue nor caring, squares up to Ismay.

LOWE
You're a passenger. And I'm a ship's
bloody officer. Now do what you're
told!
(turning away)
Steady men! Stand by the falls!

ISMAY
(numbly, backing away)
Yes, quite right. Sorry.

CUT TO:

EXT. BOAT DECK / PORT SIDE

SECOND OFFICER LIGHTOLLER is loading the boat nearest Cal
and Rose... Boat 6.

LIGHTOLLER
Women and children only! Sorry sir,
no men yet.

Another rocket bursts overhead, lighting the crowd. Startled
faces turn upward. Fear now in the eyes.

DANIEL MARVIN has his Biograph camera set up, cranking away...
hoping to get an exposure off the rocket's light. he has
Mary posed in front of the scene at the boats.

MARVIN
You're afraid, darling. Scared to
death. That's it!

Either she suddenly learned to act or she is petrified.

ROSE watches the farewells taking pace right in front of her
as they step closer to the boat. Husbands saying goodbye to
wives and children. Lovers and friends parted. Nearby MOLLY
is getting a reluctant woman to board the boat.

MOLLY
Come on, you heard the man. Get in
the boat, sister.

RUTH
Will the lifeboats be seated according
to class? I hope they're not too
crowded --

ROSE
Oh, Mother shut up!
(Ruth freezes, mouth
open)
Don't you understand? The water is
freezing and there aren't enough
boats... not enough by half. Half
the people on this ship are going to
die.

CAL
Not the better half.

PUSH IN ON ROSE'S FACE as it hits her like a thunderbolt.
Jack is third class. He doesn't stand a chance. Another rocket
bursts overhead, bathing her face in white light.

ROSE
You unimaginable bastard.

MOLLY
Come on, Ruth, get in the boat. These
are the first class seats right up
here. That's it.

Molly practically hands her over to Lightoller, then looks
around for some other women who might need a push.

MOLLY
Come on, Rose. You're next, darlin'.

Rose steps back, shaking her head.

RUTH
Rose, get in the boat!

ROSE
Goodbye, mother.

Ruth, standing in the tippy lifeboat, can do nothing. Cal
grabs Rose's arm but she pulls free and walks away through
the crowd. Cal catches up to Rose and grabs her again,
roughly.

CAL
Where are you going? To him? Is that
it? To be a whore to that gutter
rat?

ROSE
I'd rather be his whore than your
wife.

He clenches his jaw and squeezes her arm viciously, pulling
her back toward the lifeboat. Rose pulls out a hairpin and
jabs him with it. He lets go with a curse and she runs into
the crowd.

LIGHTOLLER
Lower away!!

RUTH
Rose! ROSE!!

MOLLY
Stuff a sock in it, would ya, Ruth.
She'll be along.

The boat lurches downward as the falls are paid out.

TRACKING WITH ROSE, as she runs through the clusters of
people. She looks back and a furious Cal is coming after
her. She runs breathlessly up to two proper looking men.

ROSE
That man tried to take advantage of
me in the crowd!

Appalled, they turn to see Cal running toward them. Rose
runs on as the two men grab Cal, restraining him. She runs
through the First Class entrance.

Cal breaks free and runs after her. He reaches the entrance,
but runs into a knot of people coming out. He pushes rudely
through them...

CUT TO:

INT. BOAT DECK FOYER / STAIRCASE / A-DECK FOYER

Cal runs in, and down to the landing, pushing past the
gentlemen and ladies who are filling up the stairs. He scans
the A-deck foyer. Rose is gone.

CUT TO:

EXT. OCEAN / TITANIC / BOAT

The hull of Titanic looms over Boat 6 like a cliff. Its
enormous mass is suddenly threatening to those in the tiny
boat. Quartermaster Hitchins, at the tiller, wants nothing
but to get away from the ship. Unfortunately his two seamen
can't row. They flail like a duck with a broken wing.

HITCHINS
Keep pulling... away from the ship.
Pull.

MOLLY
Ain't you boys ever rowed before?
Here, gimme those oars. I'll show ya
how it's done.

She climbs over Ruth to get at the oars, stepping on her
feet.

Around them the evacuation is in full swing, with boats in
the water, others being lowered.

CUT TO:

INT. MASTER AT ARMS OFFICE / CORRIDOR

Jack pulls on the pipe with all his strength. It's not
budging. He hears gurgling sound. Water pours under the door,
spreading rapidly across the floor.

JACK
Shit.

He tries to pull one hand out of the cuffs, working until
the skin is raw... no good.

JACK
Help!! Somebody!! Can anybody hear
me?!
(to himself)
This could be bad.

THE CORRIDOR

Outside is deserted. Flooded a couple of inches deep. Jack's
voice comes faintly through the door, but there is no one to
hear it.

CUT TO:

INT. FIRST CLASS CORRIDOR

Thomas Andrews is opening stateroom doors, checking that
people are out.

ANDREWS
Anyone in here?

Rose runs up to him, breathless.

ROSE
Mr. Andrews, thank God! Where would
the Master at Arms take someone under
arrest?!

ANDREWS
What? You have to get to a boat right
away!

ROSE
No! I'll do this with or without
your help, sir. But without will
take longer.

ANDREWS
(beat)
Take the elevator to the very bottom,
go left, down the crewman's passage,
then make a right.

ROSE
Bottom, left, right. I have it.

ANDREWS
Hurry, Rose.

CUT TO:

INT. FOYER / ELEVATORS

Rose runs up as the last Elevator Operator is closing up his
lift to leave.

OPERATOR
Sorry, miss, lifts are closed --

Without thinking she grabs him and shoves him back into the
lift.

ROSE
I'm through with being polite,
goddamnit!! I may never be polite
the rest of my life! Now take me
down!!

The operator fumbles to close the gate and start the lift.

CUT TO:

EXT. OCEAN / BOAT

Molly and the two seamen are rowing, and they've made it a
hundred feet or so. Enough to see that the ship is angled
down into the water, with the bow rail less than ten feet
above the surface.

MOLLY
Come on girls, join in, it'll keep
ya warm. Let's go Ruth. Grab an oar!

Ruth just stares at the spectacle of the great liner, its
rows of lights blazing, slanting down into the sullen black
mirror of the Atlantic.

CUT TO:

INT. FIRST CLASS ELEVATOR / CORRIDORS

Through the wrought iron door of the elevator car Rose can
see the decks going past. The lift slows. Suddenly ICE WATER
is swirling around her legs. She SCREAMS in surprise. So
does the operator.

The car has landed in a foot of freezing water, shocking the
hell out of her. She claws the door open and splashes out,
hiking up her floor-length skirt so she can move. The lift
goes back up, behind her, as she looks around.

ROSE
Left, crew passage.

She spots it and slogs down the flooded corridor. The place
is understandably deserted. She is on her own.

ROSE
Right, right... right.

She turns into a cross-corridor, splashing down the hall. A
row of doors on each side.

ROSE
Jack? Jaaacckk??

CUT TO:

INT. MASTER AT ARMS OFFICE / CORRIDOR

Jack is hopelessly pulling on the pipe again, straining until
he turns red. He collapses back on the bench, realizing he's
screwed. Then he hears her through the door.

JACK
ROSE!! In here!

IN THE HALL

Rose hears his voice behind her. She spins and runs back,
locating the right door, then pushes it open, creating a
small wave.

She splashes over Jack and puts her arms around him.

ROSE
Jack, Jack, Jack... I'm sorry, I'm
so sorry.

They are so happy to see each other it's embarrassing.

JACK
That guy Lovejoy put it in my pocket.

ROSE
I know, I know.

JACK
See if you can find a key for these.
Try those drawers. It's a little
brass one.

She kisses his face and hugs him again, then starts to go
through the desk.

JACK
So... how did you find out I didn't
do it?

ROSE
I didn't.
(she looks at him)
I just realized I already knew.

They share a look, then she goes back to ransacking the room,
searching drawers and cupboards. Jack sees movement out the
porthole and looks out.

A LIFEBOAT hits the surface of the water, seen from below.

CUT TO:

EXT. TITANIC / BOAT ONE

While the seamen detach the falls, Boat One rocks next to
the hull. Lucile and Sir Cosmo Duff-Gordon sit with ten others
in a boat made for four times that many.

LUCILE
I despise small boats. I just know
I'm going to be seasick. I always
get seasick in small boats. Good
Heavens, there's a man down there.

In a lit porthole beneath the surface she sees Jack looking
up at her... a face in a bubble of light under the water.

CUT TO:

INT. MASTER AT ARMS OFFICE

Rose stops trashing the room, and stands there, breathing
hard.

ROSE
There's no key in here.

They look around at the water, now almost two feet deep.
Jack has pulled his feet up onto the bench.

JACK
You have to go for help.

ROSE
(nodding)
I'll be right back.

JACK
I'll wait here.

She runs out, looking back at him once from the doorway,
then splashes away. Jack looks down at the swirling water.

CUT TO:

INT. STAIRWELL AND CORRIDORS

Rose splashes down the hall to a stairwell going up to the
next deck. She climbs the stairs, her long skirt leaving a
trail like a giant snail. The weight of it is really slowing
her down. She rips at the buttons and shimmies quickly out
of the thing. She bounds up the stairs in her stockings and
knee-length slip, to find herself in --

A LONG CORRIDOR

Part of the labyrinth of steerage hallways forward. She is
alone here. A long groan of stressing metal echoes along the
hall as the ship continues to settle. She runs down the hall,
unimpeded now.

ROSE
Hello? Somebody?!

She turns a corner and runs along another corridor in a daze.
The hall slopes down into water which, shimmers, reflecting
the light. The margin of the water creeps toward her. A YOUNG
MAN appears, running through the water, sending up geysers
of spray. He pelts past her without slowing, his eyes
crazed...

ROSE
Help me! We need help!

He doesn't look back. It is like a bad dream. The hull gongs
with terrifying sounds.

The lights flicker and go out, leaving utter darkness. A
beat. Then they come back on. She finds herself
hyperventilating. That one moment of blackness was the most
terrifying of her life.

A STEWARD runs around the nearest corner, his arms full of
lifebelts. He is upset to see someone still in his section.
He grabs her forcefully by the arm, pulling her with him
like a wayward child.

STEWARD
Come on, then, let's get you topside,
miss, that's right.

ROSE
Wait. Wait! I need your help! There's --

STEWARD
No need for panic, miss. Come along!

ROSE
No, let me go! You're going the wrong
way!

He's not listening. And he won't let her go.

She SHOUTS in his ear, and when he turns, she punches him
squarely in the nose. Shocked, he lets her go and staggers
back.

STEWARD
To Hell with you!

ROSE
See you there, buster!

The steward runs off, holding his bloody nose. She spits
after him. Just the way Jack taught her.

She turns around, SEES: a glass case with a fire-axe in it.
She breaks the glass with a battered suitcase which is lying
discarded nearby, and seizes the axe, running back the way
she came.

AT THE STAIRWELL

She looks down and gasps. The water has flooded the bottom
five steps. She goes down and has to crouch to look along
the corridor to the room where Jack is trapped.

Rose plunges into the water, which is up to her waist... and
powers forward, holding the axe above her head in two hands.
She grimaces at the pain from the literally freezing water.

CUT TO:

INT. MASTER AT ARMS OFFICE

Jack has climbed up on the bench, and is hugging the
waterpipe. Rose wades in, holding the axe above her head.

ROSE
Will this work?

JACK
We'll find out.

They are both terrified, but trying to keep panic at bay. He
positions the chain connecting the two cuffs, stretching it
taut across the steel pipe. The chain is of course very short,
and his exposed wrists are on either side of it.

JACK
Try a couple practice swings.

Rose hefts the axe and thunks it into a wooden cabinet.

JACK
Now try to hit the same mark again.

She swings hard and the blade thunks in four inches from the
mark.

JACK
Okay, that's enough practice.

He winces, bracing himself as she raises the axe. She has to
hit a target about an inch wide with all the force she can
muster, with his hands on either side.

JACK
(sounding calm)
You can do it, Rose. Hit it as hard
as you can, I trust you.

Jack closes his eyes. So does she.

The axe comes down. K-WHANG! Rose gingerly opens her eyes
looks... Jack is grinning with two separate cuffs.

Rose drops the axe, all the strength going out of her.

JACK
Nice work, there, Paul Bunyan.

He climbs down into the water next to her. He can't breathe
for a second.

JACK
Shit! Excuse my French. Ow ow ow,
that is cold! Come on, let's go.

They wade out into the hall. Rose starts toward the stairs
going up, but Jack stops her. There is only about a foot of
the stairwell opening visible.

JACK
Too deep. We gotta find another way
out.

CUT TO:

EXT. BOAT 6 AND TITANIC

TIGHT ON THE LETTERS TITANIC painted two feet high on the
bow of the doomed steamer. Once 50 feet above the waterline,
they now quietly slip below the surface. We see them, gold
on black, rippling and dimming to a pale green as they go
deeper.

IN BOAT SIX

Ruth looks back at the Titanic, transfixed by the sight of
the dying liner. The bowsprit is now barely above the
waterline. Another of Boxhall's rockets EXPLODES overhead. K-
BOOM! It lights up the whole area, and we see half a dozen
boats in the water, spreading out from the ship.

MOLLY
Now there's somethin' you don't see
every day.

CUT TO:

INT. SCOTLAND ROAD / E-DECK

The widest passageway in the ship, it is used by crew and
steerage alike, and runs almost the length of the ship. Right
now steerage passengers move along it like refugees, heading
aft.

CRASH! A wooden doorframe splinters and the door bursts open
under the force of Jack's shoulder. Jack and Rose stumble
through, into the corridor. A STEWARD, who was nearby herding
people along, marches over.

STEWARD
Here you! You'll have to pay for
that, you know. That's White Star
Line property --

JACK AND ROSE
(turning together)
Shut up!

Jack leads her past the dumbfounded steward. They join the
steerage stragglers going aft. In places the corridor is
almost completely blocked by large families carrying all
their luggage.

An IRISH WOMAN gives Rose a blanket, more for modesty than
because she is blue-lipped and shivering.

IRISH WOMAN
Here, lass, cover yerself.

Jack rubs her arms and tries to warm her up as they walk
along. The woman's husband offers them a flask of whiskey.

IRISH MAN
This'll take the chill off.

Rose takes a mighty belt and hands it to Jack. He grins and
follows suit. Jack tries a number of DOORS and IRON GATES
along the way, finding them all locked.

CUT TO:

EXT. BOAT DECK

ON THE BOAT DECK

The action has moved to the aft group of boats, numbers 9,
11, 13 and 15 on the starboard side, and 10, 12, 14 and 16
on the port side. The pace of work is more frantic. You see
crew and officers running now to work the davits, their
previous complacency gone.

Cal pushes through the crowd, scanning for Rose. Around him
is chaos and confusion. A woman is calling for a child who
has become separated from the crowd. A man is shouting over
people's heads. A woman takes hold of Second Officer
Lightoller's arm as he is about to launch Boat 10.

WOMAN
Will you hold the boat a moment? I
have to run back to my room for
something --

Lightoller grabs her and shoves her bodily into the boat.
Thomas Andrews rushes up to him just then.

ANDREWS
Why are the boats being launched
half full?!

Lightoller steps past him, helping a seaman clear a snarled
fall.

LIGHTOLLER
Not now, Mr. Andrews.

ANDREWS
(pointing down at the
water)
There, look... twenty or so in a
boat built for sixty five. And I saw
one boat with only twelve. Twelve!

LIGHTOLLER
Well... we were not sure of the weight --

ANDREWS
Rubbish! They were tested in Belfast
with the weight of 70 men. Now fill
these boats, Mr. Lightoller. For
God's sake, man!

The shot HANDS OFF to Cal, who sees Lovejoy hurrying toward
him through the aisle connecting the port and starboard sides
of the boat deck.

LOVEJOY
She's not on the starboard side
either.

CAL
We're running out of time. And this
strutting martinet...
(indicating Lightoller)
...isn't letting any men in at all.

LOVEJOY
The one on the other side is letting
men in.

CAL
Then that's our play. But we're still
going to need some insurance.
(he starts off forward)
Come on.

Cal charges off, heading forward, followed by Lovejoy. The
SHOT HANDS OFF to a finely dressed elderly couple, IDA and
ISADOR STRAUSS.

ISADOR
Please, Ida, get into the boat.

IDA
No. We've been together for forty
years, and where you go, I go. Don't
argue with me, Isador, you know it
does no good.

He looks at her with sadness and great love. They embrace
gently.

LIGHTOLLER
Lower away!!

CUT TO:

EXT. BRIDGE / FORWARD WELL DECK / FOC'SLE

AT THE BOW

The place where Jack and Rose first kissed... the bow railing
goes under water water. Water swirls around the captsans and
windlasses on the foc'sle deck.

Smith strides to the bridge rail and looks down at the well
deck. Water is shipped over the sides and the well deck is
awash. Two men run across the deck, their feet sending up
spray. Behind Smith, Boxhall fires another rocket. WHOOSH!

CUT TO:

INT. E-DECK CORRIDORS AND STAIRWELL

Fabrizio, standing with Helga Dahl and her family, hears
Jack's voice.

JACK
Fabrizio! Fabri!

Fabrizio turns and sees Jack and Rose pushing through the
crowd. He and Jack hug like brothers.

FABRIZIO
The boats are all going.

JACK
We gotta get up there or we're gonna
be gargling saltwater. Where's Tommy?

Fabrizio points over the heads of the solidly packed crowd
to the stairwell.

Tommy has his hands on the bars of the steel gate which blocks
the head of the stairwell. The crew open the gate a foot or
so and a few women are squeezing through.

STEWARD #2
Women only. No men. No men!!

But some terrified men, not understanding English, try to
rush through the gap, forcing the gate open. The crewmen and
stewards push them back, shoving and punching them.

STEWARD #2
Get back! Get back you lot!
(to the crewmen)
Lock it!!

They struggle to get the gate closed again, while Steward #2
brandishes a small revolver. Another holds a fire axe. They
lock the gate, and a cry goes up among the crowd, who surge
forward, pounding against the steel and shouting in several
languages.

TOMMY
For the love of God, man, there are
children down here! Let us up, so we
can have a chance!

But the crewmen are scared now. They have let the situation
get out of hand, and now they have a mob. Tommy gives up and
pushes his way back through the crowd, going down the stairs.
He rejoins Jack, Rose and Fabrizio.

TOMMY
It's hopeless that way.

JACK
Well, whatever we're goin' to do, we
better do it fast.

Fabrizio turns to Helga, praying he can make himself
understood.

FABRIZIO
(with a lot of hand
gestures)
Everyone... all of you... come with
me now. We go to the boats. We go to
the boats. Capito? Come now!

They can't understand what he's saying. They can see his
urgency, but OLUF DAHL, the patriarch of the family, shakes
his head. He will not panic, and will not let his family go
with this boy. Fabrizio turns to Helga.

FABRIZIO
Helga... per favore... please...
come with me, I am lucky. Is my
destiny to go to America.

She kisses him, then steps back to be with her family. Jack
lays a hand on his shoulder, his eyes saying "Let's go".

FABRIZIO
I will never forget you.

He turns to Jack, who leads the way out of the crowd. Looking
back Fabrizio sees her face disappear into the crowd.

CUT TO:

INT. CAL AND ROSE'S SUITE

CLUNK! Cal opens his safe and reaches inside. As Lovejoy
watches, he pulls out two stacks of bills, still banded by
bank wrappers. Then he takes out "Heart of the Ocean", putting
it in the pocket of his overcoat, and locks the safe.

CAL
(holding up stacks of
bills)
I make my own luck.

LOVEJOY
(putting the .45 in
his waistband)
So do I.

Cal grins, putting the money in his pocket as they go out.

CUT TO:

INT. STEERAGE, AFT

Jack, Rose, Fabrizio and Tommy are lost, searching for a way
out. They push past confused passengers... past a mother
changing her baby's diaper on top of an upturned steamer
trunk... past a woman arguing heatedly with a man in Serbo-
Croatian, a wailing child next to them... past a man kneeling
to console a woman who is just sitting on the floor,
sobbing... and past another man with an English/Arabic
dictionary, trying to figure out what the signs mean, while
his wife and children wait patiently.

Jack et al come upon a narrow stairwell and they go up two
decks before they are stopped by a small group pressed up
against a steel gate. The steerage men are yelling at a scared
STEWARD.

STEWARD
Go to the main stairwell, with
everyone else. It'll all get sorted
out there.

Jack takes one look at this scene and finally just loses it.

JACK
God damn it to Hell son of a bitch!!

He grabs one end of a bench bolted to the floor on the
landing. He starts pulling on it, and Tommy and Fabrizio
pitch in until the bolts shear and it breaks free. Rose
figures out what they are doing and clears a path up the
stairs between the waiting people.

ROSE
Move aside! Quickly, move aside!

Jack and Tommy run up the steps with the bench and RAM IT
INTO THE GATE with all their strength. It rips loose from
its track and falls outward, narrowly missing the steward.
Led by Jack, the crowd surges though. Rose steps up to the
cowering steward and says in her most imperious tone:

ROSE
If you have any intention of keeping
your pathetic job with the White
Star Line, I suggest you escort these
good people to the boat deck... now.

Class wins out. He nods dumbly motions form them to follow.

CUT TO:

EXT. BOAT 6 / TITANIC - NIGHT

Ruth rows with Molly Brown, two other women and the
incompetent sailors. She rests on her oars, exhausted, and
looks back at the ship.

It slants down into the water, still ablaze with light.
Nothing is above water forward of the bridge except for the
foremast. Another rocket goes off, lighting up the entire
area... there are a dozen boats moving outward from the ship.

AT THE BOAT DECK RAIL

Captain Smith is shouting to Boat 6 through a large metal
megaphone.

SMITH
Come back! Come back to the ship!

CHIEF OFFICER WILDE joins him, blowing his silver whistle.

FROM BOAT 6

The whistle comes shrilly across the water. Quartermaster
Hitchins grips the rudder in fear.

HITCHINS
The suction will pull us right down
if we don't keep going.

MOLLY
We got room for lots more. I say we
go back.

HITCHINS
No! It's our lives now, not theirs.
And I'm in charge of this boat! Now
row!!

CAPTAIN SMITH

At the rail of the boat deck, lowers his megaphone slowly

SMITH
The fools.

CUT TO:

INT. A-DECK FOYER

As Cal and Lovejoy cross the foyer encounter Benjamin
Guggenheim and his valet, both dressed in white tie, tail-
coats and top hats.

CAL
Ben, what's the occasion?

GUGGENHEIM
We have dressed in our best and are
prepared to go down like gentlemen.

CAL
That's admirable, Ben.
(walking on)
I'll sure and tell your wife... when
I get to New York.

CUT TO:

INT. FIRST CLASS SMOKING ROOM

There are still two cardgames in progress. The room is quiet
and civilized. A silver serving cart, holding a large humidor,
begins to roll slowly across the room. One of the cardplayers
takes a cigar from it as it rolls by.

CARDPLAYER
It seems we've been dealt a bad hand
this time.

CUT TO:

EXT. / INT. A-DECK PROMENADE

Cal and Lovejoy are walking aft with a purposeful stride.
They pass CHIEF BAKER JOHGHIN, who is working up a sweat
tossing deck chairs over the rail. After they go by, Joughin
takes a break and pulls a bottle of scotch from a pocket,
opening it. He drains it, and tosses it over the side too,
then stands there a little unsteadily.

CUT TO:

EXT. BOAT DECK AND A-DECK, AFT

PANIC IS SETTING IN around the remaining boats aft. The crowd
here is now a mix of all three classes. Officers repeatedly
warn men back from the boats. The crowd presses in closer.

Seamen SCAROTT brandishes the tiller of boat 14 to discourage
a close press of men who look ready to rush the boat. Several
men break ranks and rush forward.

Lightoller pulls out his Webley revolver and aims it at them.

LIGHTOLLER
Get back! Keep order!

The men back down. Fifth Officer Lowe standing in the boat,
yells to the crew.

LOWE
Lower away left and right!

Lightoller turns away from the crowd and, out of their sight,
breaks his pistol open. Letting out a long breath, he starts
to LOAD IT.

CUT TO:

EXT. BOAT DECK, STARBOARD SIDE, AFT

Cal and Lovejoy arrive in time to see Murdoch lowering his
last boat.

CAL
We're too late.

LOVEJOY
There are still some boats forward.
Stay with this one... Murdoch. He
seems to be quite... practical.

IN THE WATER BELOW

There is another panic. Boat 13, already in the water but
still attached to its falls, is pushed aft by the discharge
water being pumped out of the ship. It winds up directly
under boat 15, which is coming down right on top of it.

The passengers shout in panic to the crew above to stop
lowering. They are ignored. Some men put their hands up,
trying futilely to keep the 5 tons of boat 15 from crushing
them.

Fred Barrett, the stoker, gets out his knife and leaps to
the after falls, climbing rudely over people. He cuts the
aft falls while another crewman cuts the forward lines. 13
drifts out from beneath 15 just seconds before it touches
the water with a slap.

Cal, looking down from the rail hears GUNSHOTS --

CUT TO:

EXT. BOAT DECK / A-DECK, PORT, AFT

Fifth Officer Lowe, in Boat 14 is firing his gun as a warning
to a bunch of men threatening to jump into the boat as it
passes the open promenade on A-Deck.

LOWE
Stay back you lot!

BLAM! BLAM!

CUT TO:

EXT. BOAT DECK, STARBOARD, AFT

The shots echo away.

CAL
It's starting to fall apart. We don't
have much time.

Cal sees three dogs run by, including the black French
bulldog. Someone has released the pets from the kennels.

Cal sees Murdoch turn from the davits of boat 15 and start
walking toward the bow. He catches up and falls in beside
him.

CAL
Mr. Murdoch, I'm a businessman, as
you know, and I have a business
proposition for you.

CUT TO:

EXT. BOAT DECK, PORT

Jack, Rose et al burst out onto the boat deck from the crew
stairs just aft of the third funnel. They look at the empty
davits.

ROSE
The boats are gone!

She sees Colonel Gracie chugging forward along the deck,
escorting two first class ladies.

ROSE
Colonel! Are there any boats left?

GRACIE
(staring at her
bedraggled state)
Yes, miss... there are still a couple
of boats all the way forward. This
way, I'll lead you!

Jack grabs her hand and they sprint past Gracie, with Tommy
and Fabrizio close behind.

ANGLE ON THE BAND

Incredibly they are still playing. Jack, Rose and the others
run by.

TOMMY
Music to drown by. Now I know I'm in
First Class.

CUT TO:

EXT. BOAT DECK, STARBOARD, FORWARD

Water pours like a spillway over the forward railing on B-
Deck. CAMERA SWEEPS UP past A-Deck to the Boat Deck where
Murdoch and his team are loading Collapsible Car the forward-
most davits.

NOTE: There are four so-called collapsibles, or Engelhardts
boats, including two which are stored on the roof of the
officer's quarters.

The crowd is sparse, with most people still aft. Cal slips
his hand out of the pocket of his overcoat and into the waist
pocket of Murdoch's greatcoat, leaving the stacks of bills
there.

CAL
So we have an understanding then?

MURDOCH
(nodding curtly)
As you've said.

Cal, satisfied, steps back. He finds himself waiting next to
J. Bruce Ismay. Ismay does not meet his eyes, nor anyone's.
Lovejoy comes up to Cal at that moment.

LOVEJOY
I've found her. She's just over on
the port side. With him.

MURDOCH
Women and children? Any more women
and children?
(glancing at Cal)
Any one else, then?

Cal looks longingly at his boat... his moment has arrived.

CAL
God damn it to hell! Come on.

He and Lovejoy head for the port side, taking a short-cut
through the bridge.

Bruce Ismay, seeing his opportunity, steps quickly into
Collapsible C. He stares straight ahead, not meeting Murdoch's
eyes.

MURDOCH
(staring at Ismay)
Take them down.

CUT TO:

EXT. BOAT DECK / PORT SIDE - NIGHT

ON THE PORT SIDE

Lightoller is getting people into Boat 2. He keeps his pistol
in his hand at this point. Twenty feet below them the sea is
pouring into the doors and windows of B-Deck staterooms.
They can hear the roar of water cascading into the ship.

LIGHTOLLER
Women and children, please. Women
and children only. Step back, sir.

Even with Jack's arms wrapped around her, Rose is shivering
in the cold. Near her a WOMAN with TWO YOUNG DAUGHTERS looks
into the eyes of a HUSBAND she knows she may not see again

HUSBAND
Goodbye for a little while... only
for a little while.
(to his two little
girls)
Go with mummy.

The woman stumbles to the boat with the children, hiding her
tears from them. Beneath the false good cheer, the man is
choked with emotion.

HUSBAND
Hold mummy's hand and be a good girl.
That's right.

Some of the women are stoic, others are overwhelmed by emotion
and have to be helped into the boats. A MAN scribbles a note
and hands it to a woman who is about to board.

MAN
Please get this to my wife in
DeMoines, Iowa.

Jack looks at Tommy and Fabrizio.

JACK
You better check out the other side.

They nod and run off, searching for a way around the
deckhouse.

ROSE
I'm not going without you.

JACK
Get in the boat, Rose.

Cal walks up just then.

CAL
Yes. Get in the boat, Rose.

She is shocked to see him. She steps instinctively to Jack.
Cal looks at her, standing there shivering in her wet slip
and stockings, a shocking display in 1912.

CAL
My God, look at you.
(taking off his boat)
Here, put this on.

She numbly shrugs into it. He is doing it for modesty, not
the cold.

LIGHTOLLER
Quickly, ladies. Step into the boat.
Hurry, please!

JACK
Go on. I'll get the next one.

ROSE
No. Not without you!

She doesn't even care that Cal is standing right there. He
sees the emotion between Jack and Rose and his jaw clenches.
But then he leans close to her and says...

CAL
(low)
There are boats on the other side
that are allowing men in. Jack and I
can get off safely. Both of us.

JACK
(he smiles reassuringly)
I'll be alright. Hurry up so we can
get going... we got our own boat to
catch.

CAL
Get in... hurry up, it's almost full.

Lightoller grabs her arm and pulls her toward the boat. She
reaches out for Jack and her fingers brush his for a moment.
Then she finds herself stepping down into the boat. It's all
a rush and blur.

LIGHTOLLER
Lower away!

The two men watch at the rail as the boat begins to descend.

CAL
(low)
You're a good liar.

JACK
Almost as good as you.

CAL
I always win, Jack. One way or
another.
(looks at him, smiling)
Pity I didn't keep that drawing.
It's going to be worth a lot more by
morning.

Jack knows he is screwed. He looks down at Rose, not wanting
to waste a second of his last view of her.

ROSE'S PERCEPTION - IN SLOW MOTION

The ropes going through the pulleys as the seamen start to
lower. All sound going away... Lightoller giving orders, his
lips moving... but Rose hears only the blood pounding in her
ears... this cannot be happening... a rocket bursts above in
slow-motion, outlining Jack in a halo of light... Rose's
hair blowing in slow motion as she gazes up at him, descending
away from him... she sees his hand trembling, the tears at
the corners of his eyes, and cannot believe the unbearable
pain she is feeling...

Rose is still staring up, tears pouring down her face.

SUDDENLY SHE IS MOVING. She lunges across the women next to
her. Reaches the gunwale, climbing it...

Hurls herself out of the boat to the rail of the A-Deck
promenade, catching it, and scrambling over the rail. The
Boat 2 continues down. But Rose is back on Titanic.

JACK
No Rose! NOOOO!!

Jack spins from the rail, running for the nearest way down
to A-Deck.

Hockley too has seen her jump. She is willing to die for
this man, this gutter scum. He is overwhelmed by a rage so
all consuming it eclipses all thought.

CUT TO:

INT. GRAND STAIRCASE

TRACKING WITH JACK as he bangs through the doors to the foyer
and sprints down the stairs. He sees her coming into A-deck
foyer, running toward him, Cal's long coat flying out behind
her as she runs.

They meet at the bottom of the stairs, and collide in an
embrace.

JACK
Rose, Rose, you're so stupid, you're
such an idiot --

And all the while he's kissing her and holding her as tight
as he can.

ROSE
You jump, I jump, right?

JACK
Right.

Hockley comes in and runs to the railing. Looking down he
sees them locked in their embrace. Lovejoy comes up behind
Cal and puts a restraining HAND on him, but Cal whips around,
grabbing the pistol from Lovejoy's waistband in one cobra-
fast move.

He RUNS along the rail and down the stairs. As he reaches
the landing above them he raises the gun. SCREAMING in rage,
he FIRES.

The carved cherub at the foot of the center railing EXPLODES.
Jack pulls Rose toward the stairs going down to the next
deck. Cal fires again, running down the steps toward them. A
bullet blows a divet out of the oak panelling behind Jack's
head as he pulls Rose down the next flight of stairs.

Hockley steps on the skittering head of the cherub statue
and goes sprawling. The gun clatters across the marble floor.
He gets up, and reeling drunkenly goes over to retrieve it.

CUT TO:

INT. D-DECK RECEPTION ROOM

The bottom of the grand staircase is flooded several feet
deep. Jack and Rose come down the stairs two at a time and
run straight into the water, fording across the room to where
the floor slopes up, until they reach dry footing at the
entrance to the dining saloon.

STEADICAM WITH HOCKLEY as he reels down the stairs in time
to see Jack and Rose splashing through the water toward the
dining saloon. He FIRES twice. Big gouts of spray near them,
but he's not a great shot.

The water boils up around his feet and he retreats up the
stairs a couple of steps. Around him the woodwork groans and
creaks.

CAL
(calling to them)
Enjoy your time together!!

Lovejoy arrives next to him. Cal suddenly remembers something
and starts to laugh.

LOVEJOY
What could possible be funny?

CAL
I put the diamond in my coat pocket.
And I put my coat... on her.

He turns to Lovejoy with a sickly expression, his eyes
glittering.

CAL
I give it to you... if you can get
it.

He hands Lovejoy the pistol and goes back up the stairs.
Lovejoy thinks about it... then slogs into the water. The
icewater is up to his waist as he crosses the pool into the
dining saloon.

CUT TO:

INT. DINING SALOON

Lovejoy moves among the tables and ornate columns,
searching... listening... his eyes tracking rapidly. It is a
sea of tables, and they could be anywhere. A silver serving
trolley rolls downhill, bumping into tables and pillars.

He glances behind him. The water is following him into the
room, advancing in a hundred foot wide tide. The reception
room is now a roiling lake, and the grand staircase is
submerged past the first landing. Monstrous groans echo
through the ship.

ON JACK AND ROSE

Crouched behind a table, somewhere in the middle. They see
the water advancing toward them, swirling over the floor.
They crawl ahead of it to the next row of tables.

JACK
(whispering)
Stay here.

He moves off as --

Lovejoy moves over one row and looks along the tables.
Nothing.

The ship GROANS and CREAKS. He moves another row.

ANGLE ON A METAL CART

Five feet tall and full of stacks of china dishes. It starts
to roll down the aisle between tables.

ON ROSE

As the cart rolls toward her. It hits a table and the stacks
of dishes topple out, EXPLODING across the floor and showering
her.

She scrambles out of the way and --

Lovejoy spins, seeing her. He moves rapidly toward her,
keeping the gun aimed --

That's when Jack tackles him from the side. They slam together
into a table, crashing over it, and toppling to the floor.
They land in the water which is flowing rapidly between the
tables.

Jack and Lovejoy grapple in the icy water. Jack jams his
knee down on Lovejoy's hand, breaking his grip on the pistol,
and kicks it away. Lovejoy scrambles up and lunges at him,
but Jack GUT PUCHES him right in the solar plexus, doubling
him over.

JACK
Compliments of the Chippewa Falls
Dawsons.

He grabs Lovejoy and slams him into an ornate column. Lovejoy
drops to the floor with a splash, stunned.

JACK
Let's go.

Jack and Rose run aft... uphill... entering the galley. Behind
them the tables have become islands in a lake... and the far
end of the room is flooded up to the ceiling.

Lovejoy gets up and looks around for his gun. He pulls it up
out of the water and wades after them.

CUT TO:

INT. GALLEY / STAIRWELL

They run through the galley and Rose spots the stairs. She
starts up and Jack grabs her hand. He leads her DOWN.

They crouch together on the landing as Lovejoy runs to the
stairs. Assuming they have gone up (who wouldn't?) he climbs
up them two at a time.

They wait for the footstep to recede. A long CREAKING GROAN.
Then they hear it... a CRYING CHILD. Below them. They go
down a few steps to looks along the next deck.

CUT TO:

INT. E-DECK CORRIDORS

The corridor is awash, about a foot deep. Standing against
the wall, about 50 feet away, is a little BOY, about 3. The
water swirls around his legs and he is wailing.

ROSE
We can't leave him.

Jack nods and they leave the promise of escape up the
stairwell to run to the child. Jack scoops up the kid and
they run back to the stairs but --

A torrent of water comes pouring down the stairs like rapids.
In seconds it is too powerful for them to go against.

JACK
Come on.

Charging the other way down the flooding corridor, they blast
up spray with each footstep. At the end of the hall are heavy
double doors. As Jack approaches them he sees water spraying
through the gap between the doors right up to the ceiling.
The doors groan and start to crack under the tons of pressure.

JACK
Back! Go back!!

Rose pivots and runs back the way they came, taking a turn
into a cross-corridor. A MAN is coming the other way. He
sees the boy in Jack's arms and cries out, grabbing him away
from Jack. Starts cursing him in Russian. He runs on with
the boy --

ROSE
No! Not that way! Come back!

DOUBLE DOORS BLAST OPEN. A wall of water thunders into the
corridor. The father and child DISAPPEAR instantly.

Jack and Rose run as a wave blasts around the corner, foaming
from floor to ceiling. It gains on them like a locomotive.
They make it to a stairway going up.

CUT TO:

INT. STAIRWELL

Jack and Rose pound up the steps as white water swirls up
behind them. PULL BACK to reveal that a steel gate blocks
the top of the stairs. Jack SLAMS against the gate, gripping
the bars.

A terrified steward standing guard on the landing above turns
to run at the sight of the water thundering up the stairs.

JACK
Wait! Wait! Help us! Unlock the gate.

The steward runs on. The water wells up around Jack and Rose,
pouring through the gate and slamming them against it. In
seconds it is up to their waist.

ROSE
Help us! Please!

The steward stops and looks back. He sees Jack and Rose at
the gate, their arms reaching through... sees the water
POURING through the gate onto the landing.

STEWARD
Fucking 'ell!

He runs back, slogging against the torrent. He pulls a key
ring from his belt and struggles to unlock the padlock as
the water fountains up around them.

The lights short out and the landing is plunged into darkness.

The water rises over the lock and he's doing it by feel.

JACK
Come on! Come on!

Jack and Rose are right up against the ceiling...

Suddenly the gate gives and SWINGS OPEN. They are pushing
through by the force of the water. They make it to stairs on
the other side of the landing and follow the steward up to
the next deck.

CUT TO:

EXT. BOAT DECK, STARBOARD SIDE

Cal comes reeling out of the first class entrance, looking
wild-eyed. The lurches down the deck toward the bridge. Waltz
music wafts over the ship. Somewhere the band is still
playing.

CAL'S POV

A little girl, maybe two years old, is crying along in the
alcove. She looks up at Cal beseechingly. Cal moves on without
a glance back... reaching a large crowd clustered around
COLLAPSIBLE A just aft of the bridge. He sees Murdoch and a
number of crewmen struggling to drag the boat to the davits,
with no luck.

Cal pushes forward, trying to signal Murdoch, but the officer
ignores him. Nearby Tommy and Fabrizio are being pushed
forward by the crowd behind. PURSER MCELROY pushes them back,
getting a couple of seamen to help him. He brandishes his
gun, waving it in the air, yelling for the crowd to stay
back.

CUT TO:

EXT. BOAT DECK, PORT SIDE / ROOF OF OFFICERS' QUARTERS

Lightoller, with a group of crew and passengers, is trying
to get Collapsible B down from the roof. They slide it down
a pair of oars leaned against the deck house.

LIGHTOLLER
Hold it! Hold it!

The weight of the boat snaps the oars and it crashes to the
deck, upside down. The two Swedish cousins, OLAUS and BJORN
GUNERSEN, jump back as the boat nearly hits them.

CUT TO:

INT. STAIRWELL

Jack and Rose run up seemingly endless stairs as the ship
groans and torgues around them.

CUT TO:

EXT. BOAT DECK, STARBOARD SIDE

Murdoch, at Collapsible A, is no longer in control. The crowd
is threatening to rush the boat. They push and jostle, yelling
and shouting at the officers. The pressure from behind pushes
them forward, and one guy falls off the edge of the deck
into the water less than ten feet below.

TOMMY
Give us a chance to live, you limey
bastards!

Murdoch fires his Webley twice in the air, then point it at
the crowd.

MURDOCH
I'll shoot any man who tries to get
past me.

Cal steps up to him.

CAL
We had a deal, damn you.

Murdoch pushes him back, pointing the pistol at Cal.

MURDOCH
Get back!

A man next to Tommy rushes forward, and Tommy is shoved from
behind. Murdoch SHOOTS the first man, and seeing Tommy coming
forward, puts a bullet into his chest.

Tommy collapses, and Fabrizio grabs him, holding him in his
arms as his life flows out over the deck.

Murdoch turns to his men and salutes smartly. Then he puts
the pistol to his temple and... BLAM! He drops like a puppet
with the strings cut and topples over the edge of the boat
deck into the water only a few feet below.

Cal stares in horror at Murdoch's body bobbing in the black
water. The MONEY FLOATS out of the pocket of his greatcoat,
the bills spreading across the surface.

The crew rush to get the last few women aboard the boat.

PURSER MCELROY
(calling above the
confusion)
Any more women or children?!

THE CHILD

Crying in the alcove. Cal scoops her up and runs forward,
cradling her in his arms.

CAL
(forcing his way
through the crowd)
Here's a child! I've got a child!
(to McElroy)
Please... I'm all she has in the
world.

McElroy nods curtly and pushes him into the boat. He spins
with his gun, brandishing it in the air to keep the other
men back. Cal gets into the boat, holding the little girl.
He takes a seat with the women.

CAL
There, there.

CUT TO:

INT. FIRST CLASS SMOKE ROOM

Thomas Andrews stands in front of the fireplace, staring at
the large painting above the mantle. The fire is still going
in the fireplace.

The room is empty except for Andrews. An ashtray falls off
the table. Behind him Jack and Rose run into the room, out
of breath and soaked. They run through, toward the aft
revolving door... then Rose recognizes him. She sees that
his lifebelt is off, lying on a table.

ROSE
Won't you even make a try for it,
Mr. Andrews?

ANDREWS
(a tear rolls down
his cheek)
I'm sorry that I didn't build you a
stronger ship, young Rose.

JACK
(to her)
It's going fast... we've got to keep
moving.

Andrews picks up his lifebelt and hands it to her.

ANDREWS
Good luck to you, Rose.

ROSE
(hugging him)
And to you, Mr. Andrews.

Jack pulls her away and they run through the revolving door.

CUT TO:

EXT. BOAT DECK AND VARIOUS LOCATIONS

The band finishes the waltz. Wallace Hartley looks at the
orchestra members.

HARTLEY
Right, that's it then.

They leave him, walking forward along the deck. Hartley puts
his violin to his chin and bows the first notes of "Nearer
My God to Thee". One by one the band members turn, hearing
the lonely melody.

Without a word they walk back and take their places. They
join in with Hartley, filling out the sound so that it reaches
all over the ship on this still night. The vocalist begins:
"If in my dreams I be, nearer my God to thee..."

THE HYMN PLAYS OVER THE FOLLOWING SEQUENCE:

A seaman pulls off his lifebelt and catches up to Captain
Smith as he walks to the bridge. He proffers it, but Smith
seems to stare through him. Without a word he turns and goes
onto the bridge. He enters the enclosed WHEELHOUSE and closes
the door. He is alone, surrounded by the gleaming brass
instruments. He seems to inwardly collapse.

IN THE FIRST CLASS SMOKING ROOM

Andrews stands like a statue. He pulls out his pocketwatch
and checks the time. Then he opens the face of the mantle
clock and adjusts it to the correct time: 2:12 a.m. Everything
must be correct.

IN CAL'S PARLOUR SUITE

Water swirls in from the private promenade deck. Rose's
paintings are submerged. The Picasso transforms under the
water's surface. Degas' colors run. Monet's water lilies
come to life.

DOWN ANGLE

On the two figures lying side by side, fully clothed, on a
bed in a FIRST CLASS CABIN. Elderly Ida and Isador Strauss
stare at the ceiling, holding hands like young lovers. Water
pours into the room through a doorway. It swirls around the
bed, two feet deep rising fast.

IN A STEERAGE CABIN

Somewhere in the bowels of the ship, the young IRISH MOTHER,
seen earlier stoically waiting at the stairs, is tucking her
two young children into bed. She pulls up the covers, making
sure they are all warm and cozy. She lies down with them on
the bed, speaking soothingly and holding them.

CUT TO:

EXT. BOAT DECK / BRIDGE

IN A WIDE SHOT we see a wave travel up the boat deck as the
bridge house sinks into the water.

ON THE PORT SIDE

Collapsible B is picked up by water. Working frantically,
the men try to detach it from the falls so the ship won't
drag it under. Colonel Gracie hands Lightoller a pocket knife
and he saws furiously at the ropes as the water swirls around
his legs. The boat, still upside down, is swept off the ship.
Men start diving in, swimming to stay with it.

IN COLLAPSIBLE A

Cal sits next to the wailing child, whom he has completely
forgotten. He watches the water rising around the men as
they work, scrambling to get the ropes cut so the ship won't
drag the collapsible under.

Fabrizio removes the lifebelt from Tommy's body and struggles
to put it on as the water rises around him.

CAPTAIN SMITH

Standing near the wheel, watches the black water climbing
the windows of the enclosed wheelhouse. He has the stricken
expression of a damned soul on Judgment Day. The windows
burst suddenly and a wall of water edged with shards of glass
slams into Smith. He disappears in a vortex of foam.

Collapsible A is hit by a wave as the bow plunges suddenly.
It partially swamps the boat, washing it along the deck.
Over a hundred passengers are plunged into the freezing water
and the area around the boat becomes a frenzy of splashing,
screaming people.

As men are trying to climb into the collapsible, Cal grabs
an oar and pushes them back into the water.

CAL
Get back! You'll swamp us!

Fabrizio, swimming for his life, gets swirled under a davit.
The ropes and pulleys tangle around him as the davit goes
under the water, and he is dragged down. Underwater he
struggles to free himself, and then kicks back to the surface.
He surfaces, gasping for air in the freezing water.

WALLACE HARTLEY

Sees the water rolling rapidly up the deck toward them. He
holds the last note of the hymn in a sustain, and then lowers
his violin.

HARTLEY
Gentlemen, it has been a privilege
playing with you tonight.

CUT TO:

EXT. A-DECK AFT, PORT SIDE

Jack and Rose run out of the PALM COURT into a dense crowd.
Jack pushes his way to the rail and looks at the state of
the ship. The bridge is under water and there is chaos on
deck. Jack helps her put her lifebelt on. People stream around
them, shouting and pushing.

JACK
Okay... we keep moving aft. We have
to stay on the ship as long as
possible.

They push their way aft through the panicking crowd.

CUT TO:

EXT. FORWARD FUNNEL

Collapsible A is whirled like a leaf in the currents around
the sinking ship. It slams against the side of the forward
funnel.

CAL
(to the crew in the
boat)
Row! Row you bastards!!

NEARBY

Fabrizio is drawn up against the grating of a STOKEHOLD VENT
as water pours through it. The force of tons of water roaring
down the ship traps him against it, and he is dragged down
under the surface as the ship sinks. He struggles to free
himself but cannot.

Suddenly there is a concussion deep in the bowels of the
ship as a furnace explodes and a blast of hot air belches
out of the ventilator, ejecting Fabrizio. He surfaces in a
roar of foam and keeps swimming.

CUT TO:

EXT. A-DECK / B-DECK / WELL DECK, AFT

Jack and Rose clamber over the A-Deck aft rail. Then, using
all his strength, he lowers her toward the deck below, holding
on with one hand. She dangles, then falls. Jack jumps down
behind her.

They join a crush of people literally clawing and scrambling
over each other to get down the narrow stairs to the well
deck... the only way aft.

Seeing that the stairs are impossible, Jack climbs over the
B-Deck railing and helps Rose over. He lowers her again, and
she falls in a heap. Baker Joughin, now three sheets to the
wind, happens to be next to her. He hauls Rose to her feet.
Jack drops down and the three of them push through the crowd
across the well deck. Near them, at the rail, people are
jumping into the water.

The ship GROANS and SHUDDERS. The man ahead of Jack is walking
like a zombie.

MAN
Yeah, though I walk through the valley
of the shadow of death --

JACK
You wanna walk a little faster through
that valley, fella?

CUT TO:

EXT. FORWARD FUNNEL

The stay cables along the top of the funnel snap, and they
lash like steel whips down into the water. Cal watches as
the funnel topples from its mounts. Falling like a temple
pillar twenty eight feet across it whomps into the water
with a tremendous splash. People swimming underneath it
disappear in an instant.

Fabrizio, a few feet away, is hurled back by a huge wave. He
comes up, gasping... still swimming. The water pouring into
the open end of the funnel draws in several swimmers. The
funnel sinks, disappearing, but --

Hundreds of tons of water pour down through the 30 foot hole
where the funnel stood, thundering down into the belly of
the ship. A whirlpool forms, a hole in the ocean, like at
enormous toilet-flush. T. W. McCauley, the gym instructor
swims in a frenzy as the vortex draws him in. He is sucked
down like a spider going down a drain.

Fabrizio, nearby, swims like Hell as more people are sucked
down behind him. He manages to get clear. He's going to live
no matter what it takes.

CUT TO:

INT. BOAT DECK FOYER / GRAND STAIRCASE

Water roars through the doors and windows, cascading down
the stairs like a rapids. John Jacob Astor is swept down the
marble steps to A-Deck, which is already flooded... a roiling
vortex. He grabs the headless cherub at the bottom of the
staircase and wraps his arms around it.

Astor looks up in time to see the 30 foot glass dome overhead
EXPLODE INWARD with the wave of water washing over it. A
Niagara of sea water thunders down into the room, blasting
through the first class opulence. It is the Armageddon of
elegance.

CUT TO:

INT. BELOW DECKS

The flooding is horrific. Walls and doors are splintered
like kindling. Water roars down corridors with pile-driver
force.

The CARTMELL FAMILY is at the top of a stairwell, jammed
against a locked gate like Jack and Rose were. Water boils
up the stairwell behind them. Bert Cartmell shakes the gate
futilely, shouting for help. Little Cora wails as the water
boils up around them all.

CUT TO:

EXT. STERN

Rose and Jack struggle to climb the well deck stairs as the
ship tilts. Drunk Baker Joughin puts a hand squarely on Rose's
butt and shoves her up onto the deck.

JOUGHIN
Sorry, miss!

Hundreds of people are already on the poop deck, and more
are pouring up every second. Jack and Rose cling together as
they struggle across the tilting deck.

As the bow goes down, the STERN RISES. IN BOAT 2, which is
just off the stern, passengers gape as the giant bronze
propellers rise out of the water like gods of the deep,
FILLING FRAME behind them.

People are JUMPING from the well deck, the poop deck, the
gangway doors. Some hit debris in the water and are hurt or
killed.

EXT. STERN

ON THE POOP DECK

Jack and Rose struggle aft as the angle increases. Hundreds
of passengers, clinging to every fixed object on deck, huddle
on their knees around FATHER BYLES, who has his voice raised
in prayer. They are praying, sobbing, or just staring at
nothing, their minds blank with dread.

Pulling himself from handhold to handhold, Jack tugs Rose
aft along the deck.

JACK
Come on, Rose. We can't expect God
to do all the work for us.

They struggle on, pushing through the praying people. A MAN
loses his footing ahead and slides toward them. Jack helps
him.

THE PROPELLERS

Are twenty feet above the water and rising faster.

JACK AND ROSE

Make it to the stern rail, right at the base of the flagpole.
They grip the rail, jammed in between other people. It is
the spot where Jack pulled her back onto the ship, just two
night... and a lifetime... ago.

Above the wailing and sobbing, Father Byles' voice carries,
cracking with emotion.

FATHER BYLES
...and I saw new heavens and a new
earth. The former heavens and the
former earth had passed away and the
sea was no longer.

The lights flicker, threatening to go out. Rose grips Jack
as the stern rises into a night sky ablaze with stars.

FATHER BYLES
I also saw a new Jerusalem, the holy
city coming down out of heaven from
God, beautiful as a bride prepared
to meet her husband. I heard a loud
voice from the throne ring out this
is God's dwelling among men. He shall
dwell with them and they shall be
his people and He shall be their God
who is always with them.

Rose stares about her at the faces of the doomed. Near them
are the DAHL FAMILY, clinging together stoically. Helga looks
at her briefly, and her eyes are infinitely sad.

Rose sees a young mother next to her, clutching her five
year old son, who is crying in terror.

MOTHER
Shhh. Don't cry. It'll be over soon,
darling. It'll all be over soon.

FATHER BYLES
He shall wipe every tear from their
eyes. And there shall be no more
death or mourning, crying out or
pain, for the former world has passed
away.

CUT TO:

INT. SHIP - VARIOUS

As the ship tilts further everything not bolted down inside
shifts.

CUPBOARDS

Burst open in the pantry showering the floor with tons of
china. A PIANO slides across the floor, crashing into a wall.
FURNITURE tumbles across the Smoking Room floor.

ON THE A-DECK PROMENADE

Passengers lose their grip and slide down the wooden deck
like a bobsled run, hundreds of feet before they hit the
water. TRUDY BOLT, Rose's maid, slips as she struggles along
the railing and slides away screaming.

AT THE STERN

The propellers are 100 feet out of the water and rising.
Panicking people leap from the poop deck rail, fall screaming
and hit the water like mortar rounds. A man falls from the
poop deck, hitting the bronze hub of the starboard propeller
with a sickening smack.

SWIMMERS LOOK UP

And see the stern towering over them like a monolith, the
propellers rising against the stars. 110 feet. 120.

AT THE STERN RAIL

A man jumps. IN HIS POV we fall seemingly forever, right
past one of the giant screws. The water rushes up --

CUT TO:

EXT. TITANIC / BOAT

TRACKING SLOWLY IN on Ruth as the sounds of the dying ship
and the screaming people come across the water.

REVERSE / HER POV

IN A WIDE SHOT we see the spectacle of the Titanic, her lights
blazing, reflecting in the still water. Its stern is high in
the air, angles up over forty five degrees. The propellers
are 150 feet out of the water. Over a thousand passengers
cling to the decks, looking from a distance like a swarm of
bees.

The image is shocking, unbelievable, unthinkable. Ruth stares
at the spectacle, unable to frame it or put it into any
proportion.

MOLLY BROWN
God Almighty.

The great liner's lights flicker.

CUT TO:

INT. ENGINE ROOM

In darkness Chief Engineer Bell hangs onto a pipe at the
master breaker panel. Around him men climb through tilted
cyclopean machines with electric hand-torches. It is a black
hell of breaking pipes, spraying water, and groaning machinery
threatening to tear right out of its bedplates.

Water sprays down, hitting the breaker panel, but Bell will
not leave his post. CLUNK. The breakers kick. He slams them
in again and -- WHOOM! a blast of light! Something melts and
arcing fills the engine room with nightmarish light --

CUT TO:

EXT. TITANIC

WIDE SHOT

The lights go out all over the ship. Titanic becomes a vast
black silhouette against the stars.

IN COLLAPSIBLE C

Bruce Ismay has his back to the ship, unable to watch the
great steamer die. He is catatonic with remorse, his mind
overloaded. He can avert his eyes, but he can't block out
the sounds of dying people and machinery.

A loud CRACKING REPORT comes across the water.

CUT TO:

EXT. BOAT DECK

Near the third funnel a man clutches the ship's rail. He
stares down as the DECK SPLITS right between his feet. A
yawning chasm opens with a THUNDER of breaking steel Lovejoy
is clutching the railing on the roof of the Officers' Mess.
He watches in horror as the ship's structure RIPS APART right
in front of him. He gapes down into a widening maw, seeing
straight down into the bowels of the ship, amid a BOOMING
CONCUSSION like the sound of artillery. People falling into
the widening crevasse look like dolls.

The stay cables on the funnel part and snap across the decks
like whips, ripping off davits and ventilators. A man is hit
by a whipping cable and snatched OUT OF FRAME. Another cable
smashes the rail next to Lovejoy and it rips free. He falls
backward into the pit of jagged metal.

Fires, explosions and sparks light the yawning chasm as the
hull splits down through nine decks to the keel. The sea
pours into the gaping wound --

CUT TO:

INT. ENGINE ROOM

It is a thundering black hell. Men scream as monstrous
machinery comes apart around them, steel frames twisting
like taffy. Their torches illuminate the roaring, foaming
demon of water as it races at the through the machines. Trying
to climb they are overtaken in seconds.

CUT TO:

EXT. TITANIC - NIGHT

The STERN HALF of the ship, almost four hundred feet long,
falls back toward the water. On the poop deck everyone screams
as they feel themselves plummeting. The sound goes up like
the roar of fans at a baseball stadium when a run is scored.

Swimming in the water directly under the stern a few
unfortunates shriek as they see the keel coming down on them
like God's bootheel. The massive stern section falls back
almost level, thundering down into the sea and pushing out a
mighty wave of displaced water.

Jack and Rose struggle to hold onto the stern rail. They
feel the ship seemingly RIGHT ITSELF. Some of those praying
think it is salvation.

SEVERAL PEOPLE
We're saved!

Jack looks at Rose and shakes his head, grimly.

Now the horrible mechanics play out. Pulled down by the
awesome weight of the flooded bow, the buoyant stern tilts
up rapidly. They feel the RUSH OF ASCENT as the fantail angles
up again. Everyone is clinging to benches, railings,
ventilators... anything to keep from sliding as the stern
lifts.

The stern goes up and up, past 45 degrees, then past sixty.

People start to fall, sliding and tumbling. They skid down
the deck, screaming and flailing to grab onto something.
They wrench other people loose and pull them down as well.
There is a pile-up of bodies at the forward rail. The DAHL
FAMILY falls one by one.

JACK
We have to move!

He climbs over the stern rail and reaches back for Rose. She
is terrified to move. He grabs her hand.

JACK
Come on! I've got you!

Jack pulls her over the rail. It is the same place he pulled
her over the rail two nights earlier, going the other
direction. She gets over just as the railing is going
HORIZONTAL, and the deck VERITCAL. Jack grips her fiercely.

The stern is now straight up in the air... a rumbling black
monolith standing against the stars. It hangs there like
that for a long grace note, its buoyancy stable.

Rose lies on the railing, looking down fifteen stories to
the boiling sea at the base of the stern section. People
near them, who didn't climb over, hang from the railing,
their legs dangling over the long drop. They fall one by
one, plummeting down the vertical face of the poop deck.
Some of them bounce horribly off deck benches and ventilators.

Jack and Rose lie side by side on what was the vertical face
of the hull, gripping the railing, which is now horizontal.
Just beneath their feet are the gold letters "TITANIC"
emblazoned across the stern.

Rose stares down terrified at the black ocean waiting below
to claim them. Jack looks to his left and sees Baker Joughin,
crouching on the hull, holding onto the railing. It is a
surreal moment.

JOUGHIN
(nodding a greeting)
Helluva night.

The final relentless plunge begins as the stern section
floods. Looking down a hundred feet to the water, we drop
like an elevator with Jack and Rose.

JACK
(talking fast)
Take a deep breath and hold it right
before we go into the water. The
ship will suck us down. Kick for the
surface and keep kicking. Don't let
go of my hand. We're gonna make it
Rose. Trust me.

She stares at the water coming up at them, and grips his
hand harder.

ROSE
I trust you.

Below them the poop deck is disappearing. The plunge gathers
speed... the boiling surface engulfs the docking bridge and
then rushes up the last thirty feet.

IN A HIGH SHOT

We see the stern descend into the boiling sea. The name
"TITANIC" disappears, and the tiny figures of Jack and Rose
vanish under the water.

Where the ship stood, now there is nothing. Only the black
ocean.

CUT TO:

EXT. OCEAN / UNDERWATER AND SURFACE

Bodies are whirled and spun, some limp as dolls, others
struggling spasmodically, as the vortex sucks them down and
tumbles them.

Jack rises INTO FRAME F.G. kicking hard for the surface...
holding tightly to Rose, pulling her up.

AT THE SURFACE

A roiling chaos of screaming, thrashing people. Over a
thousand people are now floating where the ship went down.
Some are stunned, gasping for breath. Others are crying,
praying, moaning, shouting... screaming.

Jack and Rose surface among them. They barely have time to
gasp for air before people are clawing at them. People driven
insane by the water, 4 degrees below freezing, a cold so
intense it is indistinguishable form death by fire.

A man pushes Rose under, trying to climb on top of her...
senselessly trying to get out of the water, to climb onto
anything. Jack PUNCHES him repeatedly, pulling her free.

JACK
Swim, Rose! SWIM!

She tries, but her strokes are not as effective as his because
of her life jacket. They break out of the clot of people. He
has to find some kind of flotation, anything to get her out
of the freezing water.

JACK
Keep swimming. Keep moving. Come on,
you can do it.

All about them there is a tremendous wailing, screaming and
moaning... a chorus of tormented souls. And beyond that...
nothing but black water stretching to the horizon. The sense
of isolation and hopelessness is overwhelming.

CUT TO:

EXT. OCEAN

Jack strokes rhythmically, the effort keeping him from
freezing.

JACK
Look for something floating. Some
debris... wood... anything.

ROSE
It's so cold.

JACK
I know. I know. Help me, here. Look
around.

His words keep her focused, taking her mind off the wailing
around them. Rose scans the water, panting, barely able to
draw a breath. She turns and... SCREAMS.

A DEVIL is right in from of her face. It is the black FRENCH
BULLDOG, swimming right at her like a seamonster in the
darkness, its coal eyes bugging. It motors past her, like it
is headed for Newfoundland.

Beyond it Rose sees something in the water.

ROSE
What's that?

Jack sees what she is pointing to, and they make for it
together. It is a piece of wooden debris, intricately carved.
He pushes her up and she slithers onto it belly down.

But when Jack tries to get up onto the thing, it tilts and
submerges, almost dumping Rose off. It is clearly only big
enough to support her. He clings to it, close to her, keeping
his upper body out of the water as best he can.

Their breath floats around them in a cloud as they pant from
exertion. A MAN swims toward them, homing in on the piece of
debris. Jack warns him back.

JACK
It's just enough for this lady...
you'll push it under.

MAN
Let me try at least, or I'll die
soon.

JACK
You'll die quicker if you come any
closer.

MAN
Yes, I see. Good luck to you then.
(swimming off)
God bless.

CUT TO:

EXT. COLLAPSIBLE A / OCEAN

The boat is overloaded and half-flooded. Men cling to the
sides in the water. Others, swimming, are drawn to it as
their only hope. Cal, standing in the boat, slaps his oar in
the water as a warning.

CAL
Stay back! Keep off!

Fabrizio, exhausted and near the limit, makes it almost to
the boat. Cal CLUBS HIM with the oar, cutting open his scalp.

FABRIZIO
You don't... understand... I have...
to get... to America.

CAL
(pointing with the
oar)
It's that way!

CLOSE ON FABRIZIO

As he floats, panting each breath agony. You see the spirit
leave him.

FABRIZIO'S POV

Cal in SLOW MOTION, yelling and wielding the oar. A demon in
a tuxedo. The image fades to black.

CUT TO:

EXT. OCEAN

JACK AND ROSE

Still float amid a chorus of the damned. Jack sees the ship's
officer nearby, CHIEF OFFICER WILDE. He is blowing his whistle
furiously, knowing the sound will carry over the water for
miles.

JACK
The boats will come back for us,
Rose. Hold on just a little longer.
They had to row away for the suction
and now they'll be coming back.

She nods, his words helping her. She is shivering
uncontrollably, her lips blue and her teeth chattering.

ROSE
Thank God for you Jack.

People are still screaming, calling to the lifeboats.

WOMAN
Come back! Please! We know you can
hear us. For God's sake!

MAN
Please... help us. Save one life!
SAVE ONE LIFE!

CUT TO:

EXT. LIFEBOATS / OCEAN

IN BOAT 6

Ruth has her ears covered against the wailing in the darkness.
The first class women in the boat sit, stunned, listening to
the sounds of hundreds screaming.

HITCHINS
They'll pull us right down I tell
ya!

MOLLY
Aw knock it off, yer scarin' me.
Come on girls, grab your oars. Let's
go.
(nobody moves)
Well come on!

The women won't meet her eyes. They huddle into their ermine
wraps.

MOLLY
I don't understand a one of you.
What's the matter with you? It's
your men back there! We got plenty
a' room for more.

HITCHINS
If you don't shut that hole in yer
face, there'll be one less in this
boat!

Ruth keeps her ears covered and her eyes closed, shutting it
all out.

IN BOAT ONE

Sir Cosmo and Lucile Duff-Gordon sit with ten other people
in a boat that is two thirds empty. They are two hundred
yards from the screaming in the darkness.

FIREMAN HENDRICKSON
We should do something.

Lucile squeezes Cosmo's hand and pleads him with her eyes.
She is terrified.

SIR COSMO
It's out of the question.

The crewmembers, intimidated by a nobleman, acquiesce. They
hunch guiltily, hoping the sound will stop soon.

TWENTY BOATS, most half full, float in the darkness. None of
them make a move.

CUT TO:

EXT. OCEAN

Jack and Rose drift under the blazing stars. The water is
glassy, with only the faintest undulating swell. Rose can
actually see the stars reflecting on the black mirror of the
sea.

Jack squeezes the water out of her long coat, tucking it in
tightly around her legs. He rubs her arms. His face is chalk
with in the darkness. A low MOANING in the darkness around
them.

ROSE
It's getting quiet.

JACK
Just a few more minutes. It'll take
them a while to get the boats
organized...

Rose is unmoving, just staring into space. She knows the
truth. There won't be any boats. Behind Jack she sees that
Officer Wilde has stopped moving. He is slumped in his
lifejacket, looking almost asleep. He has died of exposure
already.

JACK
I don't know about you, but I intend
to write a strongly worded letter to
the White Star Line about all this.

She laughs weakly, but it sounds like a gasp of fear. Rose
finds his eyes in the dim light.

ROSE
I love you Jack.

He takes her hand.

JACK
No... don't say your good-byes, Rose.
Don't you give up. Don't do it.

ROSE
I'm so cold.

JACK
You're going to get out of this...
you're going to go on and you're
going to make babies and watch them
grow and you're going to die an old
lady, warm in your bed. Not here.
Not this night. Do you understand
me?

ROSE
I can't feel my body.

JACK
Rose, listen to me. Listen. Winning
that ticket was the best thing that
ever happened to me.

Jack is having trouble getting the breath to speak.

JACK
It brought me to you. And I'm
thankful, Rose. I'm thankful.

His voice is trembling with the cold which is working its
way to his heart. But his eyes are unwavering.

JACK
You must do me this honor... promise
me you will survive... that you will
never give up... no matter what
happens... no matter how hopeless...
promise me now, and never let go of
that promise.

ROSE
I promise.

JACK
Never let go.

ROSE
I promise. I will never let go, Jack.
I'll never let go.

She grips his hand and they lie with their heads together.
It is quiet now, except for the lapping of the water.

CUT TO:

EXT. LIFEBOATS / OCEAN - NIGHT

Fifth Officer Lowe, the impetuous young Welshman, has gotten
Boats 10, 12 and Collapsible D together with his own Boat
14. A demon of energy, he's had everyone hold the boats
together and is transferring passengers from 14 into the
others, to empty his boat for a rescue attempt.

As the women step gingerly across the other boats, Lowe sees
a shawled figure in too much of a hurry. He rips the shawl
off, and finds himself staring into the face of a man. He
angrily shoves the stowaway into another boat and turns to
his crew of three.

LOWE
Right, man the oars.

CUT TO:

EXT. OCEAN / BOAT

The beam of an electric torch plays across the water like a
searchlight as boat 14 comes toward us.

ANGLE FROM THE BOAT

As the torch illuminates floating debris, a poignant trail
of flotsam: a violin, a child's wooden soldier, a framed
photo of a steerage family. Daniel Marvin's wooden Biograph
camera.

Then, their white lifebelts bobbing in the darkness like
sign posts, the first bodies come into the torch's beam. The
people are dead but not drowned, killed by the freezing water.
Some look like they could be sleeping. Others stare with
frozen eyes at the stars.

Soon bodies are so thick the seamen cannot row. They hit the
oars on the heads of floating men and women... a wooden thunk.
One seaman throws up. Lowe sees a mother floating with her
arms frozen around her lifeless baby.

LOWE
(the worst moment of
his life)
We waited too long.

CUT TO:

EXT. OCEAN

IN A HOVERING DOWNANGLE we see Jack and Rose floating in the
black water. The stars reflect in the mill pond surface, and
the two of them seem to be floating in interstellar space.
They are absolutely still. Their hands are locked together.
Rose is staring upwards at the canopy of stars wheeling above
her. The music is transparent, floating... as the long sleep
steals over Rose, and she feels peace.

CLOSE ON ROSE'S FACE

Pale, like the faces of the dead. She seems to be floating
in a void. Rose is in a semi-hallucinatory state. She knows
she is dying. Her lips barely move as she sings a scrap of
Jack's song:

ROSE
"Come Josephine in my flying
machine..."

ROSE'S POV

The stars. Like you've never seen them. The Milky Way a
glorious band from horizon to horizon.

A SHOOTING STAR flares... a line of light across the heavens.

TIGHT ON ROSE AGAIN

We see that her hair is dusted with frost crystals. Her
breathing is so shallow, she is almost motionless. Her eyes
track down from the stars to the water.

ROSE'S POV - SLOW MOTION

The silhouette of a boat crossing the stars. She sees men in
it, rowing so slowly the oars lift out of the syrupy water,
leaving weightless pearls floating in the air. The VOICES of
the men sound slow and DISTORTED.

Then the lookout flashes his torch toward her and the light
flares across the water, silhouetting the bobbing corpses in
between. It flicks past her motionless form and moves on.
The boat is 50 feet away, and moving past her. The men look
away.

Rose lifts her head to turn to Jack. We see that her hair
has frozen to the wood under her.

ROSE
(barely audible)
Jack.

She touches his shoulder with her free hand. He doesn't
respond. Rose gently turns his face toward her. It is rimed
with frost.

He seems to be sleeping peacefully.

But he is not asleep.

Rose can only stare at his still face as the realization
goes through her.

ROSE
Oh, Jack.

All hope, will and spirit leave her. She looks at the boat.
It is further away now, the voices fainter. Rose watches
them go.

She closes her eyes. She is so weak, and there just seems to
be no reason to even try.

And then... her eyes snap open.

She raises her head suddenly, cracking the ice as she rips
her hair off the wood. She calls out, but her voice is so
weak they don't hear her. The boat is invisible now, the
torch light a star impossibly far away. She struggles to
draw breath, calling again.

IN THE BOAT

Lowe hears nothing behind him. He points to something ahead,
turning the tiller.

ROSE

Struggles to move. Her hand, she realizes, is actually frozen
to Jack's. She breaths on it, melting the ice a little, and
gently unclasps their hands, breaking away a thin tinkling
film.

ROSE
I won't let go. I promise.

She releases him and he sinks into the black water. He seems
to fade out like a spirit returning to some immaterial plane.

Rose rolls off the floating staircase and plunges into the
icy water. She swims to Chief Officer Wilde's body and grabs
his whistle. She starts to BLOW THE WHISTLE with all the
strength in her body. Its sound slaps across the still water.

IN BOAT 14

Lowe whips around at the sound of the whistle.

LOWE
(turning the tiller)
Row back! That way! Pull!

Rose keeps blowing as the boat comes to her. She is still
blowing when Lowe takes the whistle from her mouth as they
haul her into the boat. She slips into unconsciousness and
they scramble to cover her with blankets...

DISSOLVE TO:

INT. IMAGING SHACK / KELDYSH

EXTREME CLOSEUP of Rose's ancient, wrinkled face. Present
day.

OLD ROSE
Fifteen hundred people went into the
sea when Titanic sank from under us.
There were twenty boats floating
nearby and only one came back. One.
Six were saved from the water, myself
included. Six out of fifteen hundred.

As she speaks THE CAMERA TRACKS slowly across the faces of
Lizzy and the salvage crew on Keldysh. Lovett, Bodine, Buell,
the others... the reality of what happened here 84 years
before has hit them like never before. With her story Rose
has put them on Titanic in its final hours, and or the first
time, they do feel like graverobbers.

Lovett, for the first time, has even forgotten to ask about
the diamond.

OLD ROSE
Afterward, the seven hundred people
in the boats had nothing to do but
wait... wait to die, wait to live,
wait for an absolution which would
never come.

DISSOLVE TO:

EXT. LIFEBOATS / OPEN SEA - PRE-DAWN

MATCHING MOVE as the camera tracks along the faces of the
saved.

DISSOLVE TO:

ANOTHER BOAT

And then ANOTHER, seeing faces we know among the survivors:
Ismay in a trance, just staring and trembling... Cal, sipping
from a hip flask offered to him by a black-faced stoker...
Ruth hugging herself, rocking gently.

IN BOAT 14

CLOSE ON ROSE

Lying swaddled. Only her face is visible, white as the moon.
The man next to her jumps up, pointing and yelling. Soon
everyone is looking and shouting excitedly. In Rose's POV it
is all silent, SLOW MOTION.

IN SLOW-MOTION SILENCE

We see Lowe light a green flare and wave it as everyone shouts
and cheers. Rose doesn't react. She floats beyond all human
emotion.

DISSOLVE TO:

EXT. LIFEBOATS / OPEN SEA - DAWN

Golden light washes across the white boats, which gloat in a
calm sea reflecting the rosy sky. All around them, like a
flotilla of sailing ships, are icebergs. The CARPATHIA sits
nearby, as boats row toward her.

DISSOLVE TO:

EXT. LIFEBOATS / OCEAN / CARPATHIA MONTAGE - DAY

IMAGES DISSOLVE into one another: a ship's hull looming,
with the letters "CARPATHIA" visible on the bow... Rose
watching, rocked by the sea, her face blank... seamen helping
survivors up the rope ladder to the Carpathia's gangway
doors... two women crying and hugging each other inside the
ship... ALL SILENT, ALL IN SLOW-MOTION. There is just music,
so gentle and sad, part elegy, part hymn, part aching song
of love lost forever.

THE IMAGES CONTINUE to music... Rose, outside of time, outside
of herself, coming into Carpathia, barely able to stand...
Rose being draped with warm blankets and given hot tea...
Bruce Ismay climbing aboard. He has the face and eyes of a
damned soul.

As Ismay walks along the hall, guided by a crewman toward
the doctor's cabin, he passes rows of seated and standing
widows. He must run the gauntlet of their accusing gazes.

CUT TO:

EXT. DECK / CARPATHIA - DAY

It is the afternoon of the 15th. Cal is searching the faces
of the widows lining the deck, looking for Rose. The deck of
Carpathia is crammed with huddled people, and even the
recovered lifeboats of Titanic. On a hatch cover sits an
enormous pile of lifebelts.

He keeps walking toward the stern. Seeing Cal's tuxedo, a
steward approaches him.

CARPATHIA STEWARD
You won't find any of your people
back here, sir. It's all steerage.

Cal ignores him and goes amongst this wrecked group, looking
under shawls and blankets at one bleak face after another.

Rose is sipping hot tea. Her eyes focus on him as he
approaches her. He barely recognizes her. She looks like a
refugee, her matted hair hanging in her eyes.

ROSE
Yes, I lived. How awkward for you.

CAL
Rose... your mother and I have been
looking for you --

She holds up her hand, stopping him.

ROSE
Please don't. Don't talk. Just listen.
We will make a deal, since that is
something you understand. From this
moment you do not exist for me, nor
I for you. You shall not see me again.
And you will not attempt to find me.
In return I will keep my silence.
Your actions last night need never
come to light, and you will get to
keep the honor you have carefully
purchased.

She fixes him with a glare as cold and hard as the ice which
changed their lives.

ROSE
Is this in any way unclear?

CAL
(after a long beat)
What do I tell your mother?

ROSE
Tell her that her daughter died with
the Titanic.

She stands, turning to the rail. Dismissing him. We see Cal
stricken with emotion.

CAL
You're precious to me, Rose.

ROSE
Jewels are precious. Goodbye, Mr.
Hockley.

We see that in his way, the only way he knows, he does truly
love her.

After a moment, he turns and walks away.

OLD ROSE (V.O.)
That was the last time I ever saw
him. He married, of course, and
inherited his millions. The crash of
28 hit his interests hard, and he
put a pistol in his mouth that year.
His children fought over the scraps
of his estate like hyenas, or so I
read.

ANGLE ON ROSE

At the railing of the Carpathia, 9pm April 18th. She gazes
up at the Statue of Liberty, looking just as it does today,
welcoming her home with her glowing torch. It is just as
Fabrizio saw it, so clearly, in his mind.

LATER CARPATHIA DISGORGES THE SURVIVORS

At the Cunard pier, Pier 54. Over 30,000 people line the
dock and fill the surrounding streets. The magnesium flashes
of the photographers go off like small bombs, lighting an
amazing tableau.

Several hundred police keep the mob back. The dock is packed
with friends and relatives, officials, ambulances, and the
press --

Reporters and photographers swarm everywhere... 6 deep at
the foot of the gangways, lining the tops of cars and
trucks... it is the 1912 equivalent of a media circus. They
jostle to get close to the survivors, tugging on them as
they pass and shouting over each other to ask them questions.

Rose is covered with a woolen shawl and walking with a group
of steerage passengers. Immigration officers are asking them
questions as they come off the gangway.

IMMIGRATION OFFICER
Name?

ROSE
Dawson. Rose Dawson.

The officer steers her toward a holding area for processing.
Rose walks forward with the dazed immigrants. The BOOM! of
photographer's magnesium flashes cause them to flinch, and
the glare is blinding. There is a sudden disturbance near
her as two men burst through the cordon, running to embrace
an older woman along the survivors, who cries out with joy.
The reporters converge on this emotional scene, and flashes
explode.

Rose uses this moment to slip away into the crowd. She pushes
through the jostling people, moving with purpose, and none
challenges her in the confusion.

OLD ROSE (V.O.)
Can you exchange one life for another?
A caterpillar turns into a butterfly.
If a mindless insect can do it, why
couldn't I? Was it any more
unimaginable than the sinking of the
Titanic?

TRACKING WITH HER as she walks away, further and further
until she flashes and the roar are far behind her, and she
is still walking, determined.

CUT TO:

INT. IMAGING SHACK / KELDYSH

Old Rose sits with the group in the Imaging Shack, lit by
the blue glow of the screens. She holds the haircomb with
the jade butterfly on the handle in her gnarled hands.

BODINE
We never found anything on Jack.
There's no record of him at all.

OLD ROSE
No, there wouldn't be, would there?
And I've never spoken of him until
now, not to anyone.
(to Lizzy)
Not even your grandfather. A woman's
heart is a deep ocean of secrets.
But now you all know there was a man
named Jack Dawson, and that he saved
me, in every way that a person can
be saved.
(closing her eyes)
I don't even have a picture of him.
He exists now only in my memory.

CUT TO:

EXT. OCEAN FLOOR / TITANIC WRECK

The Mir submersibles make their last pass over the ship. We
hear Yuri the pilot on the UQC:

YURI
Mir One returning to surface.

The sub rises off the deck of the wreck, taking its light
with it, leaving the Titanic once again it its fine and
private darkness.

CUT TO:

EXT. KELDYSH DECK

A desultory wrap party for the expedition is in progress.
There is music and some of the (co-ed) Russian crew are
dancing. Bodine is getting drunk in the aggressive style of
Baker Joughin.

Lovett stands at the rail, looking down into the black water.
Lizzy comes to him, offering him a beer. She puts her hand
on his arm.

LIZZY
I'm sorry.

LOVETT
We were pissin' in the wind the whole
time.

Lovett notices a figure move through the lights far down at
the stern of the ship.

LOVETT
Oh shit.

CUT TO:

EXT. KELDYSH STERN DECK

Rose walks through the shadows of the deck machinery. Her
nightgown blows in the wind. Her feet are bare. Her hands
are clutched at her chest, almost as if she is praying.

ON LOVETT AND LIZZY

Running down the stairs from the top deck, hauling ass.

ROSE

Reaches the stern rail. Her gnarled fingers wrap over the
rail. Her ancient foot steps up on the gunwale. She pushes
herself up, leaning forward. Over her shoulder, we see the
black water glinting far below.

LOVETT AND LIZZY

Run up behind her.

LIZZY
Grandma, wait!! Don't --

Rose turns her head.

Looking at them. She turns further, and we see she has
something in her hand, something she was about to drop
overboard.

It is the "Heart of the Ocean".

Lovett sees his holy grail in her hand and his eyes go wide.
Rose keeps it over the railing where she can drop it anytime.

ROSE
Don't come any closer.

LOVETT
You had it the entire time?!

FLASH CUT TO:

SILENT IMAGE OF YOUNG ROSE

Walking away from Pier 54. The photographers' flashes go off
like a battle behind her. She has her hands in her pockets.
She stops, feeling something, and pulls out the necklace.
She stares at it in amazement.

BACK ON KELDYSH

Rose smiles at Brock's incomprehension.

ROSE
The hardest part about being so poor,
was being so rich. But every time I
though of selling it, I though of
Cal. And somehow I always got by
without his help.

She holds it out over the water. Bodine and a couple of the
other guys come up behind Lovett, reacting to what is in
Rose's hand.

BODINE
Holy shit.

LOVETT
Don't drop it Rose.

BODINE
(a fierce whisper)
Rush her.

LOVETT
(to Bodine)
It's hers, you schmuck.
(to her)
Look, Rose, I... I don't know what
to say to a woman who tries to jump
off the Titanic when it's not sinking,
and jumps back onto it when it is...
we're not dealing with logic here, I
know that... but please... think
about this a second.

ROSE
I have. I came all the way here so
this could go back where it belongs.

The massive diamond glitters. Brock edges closer and holds
out his hand...

LOVETT
Just let me hold it in my hand, Rose.
Please. Just once.

He comes closer to her. It is reminiscent of Jack slowly
moving up to her at the stern of Titanic.

Surprisingly, she calmly places the massive stone in the
palm of his hand, while still holding onto the necklace.
Lovett gazes at the object of his quest. An infinity of cold
scalpels glint in its blue depths. It is mesmerizing. It
fits in his hand just like he imagined.

LOVETT
My God.

His grip tightens on the diamond.

He looks up, meeting her gaze. Her eyes are suddenly
infinitely wise and deep.

ROSE
You look for treasures in the wrong
place, Mr. Lovett. Only life is
priceless, and making each day count.

His fingers relax. He opens them slowly. Gently she slips
the diamond out of his hand. He feels it sliding away.

Then, with an impish little grin, Rose tosses the necklace
over the rail. Lovett gives a strangled cry and rushes to
the rail in time to see it hit the water and disappear
forever.

BODINE
Aww!! That really sucks, lady!

Brock Lovett goes through ten changes before he settles on a
reaction... HE LAUGHS. He laughs until the tears come to his
eyes. Then he turns to Lizzy.

LOVETT
Would you like to dance?

Lizzy grins at him and nods. Rose smiles. She looks up at
the stars.

IN THE BLACK HEART OF THE OCEAN

The diamond sinks, twinkling end over end, into the infinite
depths.

CUT TO:

INT. ROSE'S CABIN / KELDYSH

A GRACEFUL PAN across Rose's shelf of carefully arranged
pictures:

Rose as a young actress in California, radiant... a
theatrically lit studio publicity shot... Rose and her
husband, with their two children... Rose with her son at his
college graduation... Rose with her children and grandchildren
at her 70th birthday. A collage of images of a life lived
well.

THE PAN STOPS on an image filling frame. Rose, circa 1920.
She is at the beach, sitting on a horse at the surfline. The
Santa Monica pier, with its rollercoaster is behind her. She
is grinning, full of life.

WE PAN OFF the last picture to Rose herself, warm in her
bunk. A profile shot. She is very still. She could be
sleeping, or maybe something else.

CUT TO:

BLACKNESS

THE WRECK OF TITANIC looms like a ghost out of the dark. It
is lit by a kind of moonlight, a light of the mind. We pass
over the endless forecastle deck to the superstructure, moving
faster than subs can move... almost like we are flying.

WE GO INSIDE

And the echoing sound of distant waltz music is heard. The
rust fades away from the walls of the dark corridor and it
is transformed... We EMERGE onto the grand staircase, lit by
glowing chandelier. The music is vibrant now, and the room
is populated by men in tie and tails, women in gowns. It is
exquisitely beautiful.

IN POV

We sweep down the staircase. The crowd of beautiful gentlemen
and ladies turn as we descend toward them. At the bottom a
man stands with his back to us... he turns and it is Jack.
Smiling he holds his hand out toward us.

IN A SIDE ANGLE

Rose goes into his arms, a girl of 17. The passengers,
officers and crew of the RMS Titanic smile and applaud in
the utter silence of the abyss.

FADE OUT:

THE END

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