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               "TO INDEED BE A GOD."



               "Teleology: No day but this week."



               "Clean out your lungs."



               A picture of Lindsay Lohan from the "Hot" issue of rolling

               stone magazine 2004 of her sitting on a block of ice, withthe

               quote caption, "I'm only 18, I wanna have fun."



               "In Banners or bandages."



               "Art: the only plausible lifestyle."



               "The rain never has to cry, because it is."



               "It's supposed to be for love."



               "Are you living, or?"



               "The meek shall inherit the earth."



               "I do a job, and then I get paid."



               "It's what you do that defines you."



               Picture of kids looking at fireworks from a bridge, their

               backs to the camera. (two pictures, one of the kids against

               the railing, one of the fireworks in the sky)



               "It's a good life, end of discussion."



               "Drivers wanted."



               (CON'T)



               "A civilization without spirituality? Hardly an idea worth 



               having."



               "Start getting younger."



               (On a piece of paper on the back of which is printed in bold

               "fuck you": "Remember",



               "If you don't have your health you don't have anything."



               "Stay Human."



               "Entropy Favors the undirected."

               "Adhere to your religion."

               "1=2",

               "The mind can do anything."

               "You're so far away from me."



               "Dude, electric bagpipes.",



               "The only thing to fear is fear itself.",



               Picture of the most beautiful girl in the world, smoking a

               cigarette next to a candelabra.



               "Hey! I'm gonna live forever so I'm gonna take every day from

               now until never for granted!"



               "Hope is the great barometer for people like us. We are hope,

               or we're... not, I guess."



               "You can't have a character without desire! It doesn't make

               any sense! Any fucking sense!"



               "Forever 18, Forever 21"



               "Thirsty is the answer"



               "The love life"



               "Wanna live like common people do."



               "Exercise for energy and pleasure."



               "You get what you give."



               "We got a problem with no solution but to love and to be

               loved."



               "No to 93%"



               "Gotta think of something."



               "Don't think so much."



               "Stop making mistakes."



               Replacements album cover to 'Let it Be'

               --------------------------------------------------------------

                         END OF WALL QUOTES - MUSIC

                         TRANSITIONS (OR HAS TRANSITIONED

                         TO:)



               While the below is going on, The MUSIC PLAYING IS (lyrics)

               BAND: 'BRIGHT EYES' - SONG 'DOWN IN A RABBIT HOLE'



               "I heard you fell into a rabbit hole Covered yourself up in

               snow Baby, tell me, where'd you go For days and days? Did

               they make you stay up all night? Did they paint your face

               that pastey white? You're thirsty but your appetite Gets

               chased away Sun turns us to stone It's a cloudy day But we

               still can't go home I've been out that cellar door Until we

               see the moon We're invisible No one ever takes the garbage

               out A neighbor kid gets dared to touch the house He runs back

               only to announce "There's no one home" Because we paint the

               foil with the flame Smear the soda, taste butane For every

               fear that can't be named To calm you down Your heart starts

               skipping steps So you're farther gone Than you might expect

               If your thoughts should turn to death Gotta stomp them out

               Like a cigarette"



               -- While the below is going on, the instrumental part of the

               song... : Voice Over - their voices over the music as Justin

               remembers his room and gets ready for bed… eventually gets in

               bed and stares up at the ceiling...



                                   JUSTIN: 

                         "Mom, you remember Tina."



                                   MOM:

                         "I remember a lot of things."



                                   JUSTIN: 

                         "She called me on my way in."



                                   MOM: 

                         "Isn't that the reason you left?"



                                   JUSTIN: 

                         "I left to leave. Because no one

                         was here."



                                   MOM: 

                         "All your friends are still here."



                                   JUSTIN: 

                         "But are they here?"



               (Emphasizing here but in a certain way)



               (music playing… drums droning trancelike, lyrics 'Days and

               days and days and days')



                                   JUSTIN: 

                         (like he's really wondering but not

                         angry or anxious) 

                         "Are they here?"



               Music: "Days and days and days and days" Justin lying in bed

               FADE TO BLACK

               SCENE OPENING:

               THE NEXT MORNING - DRIVING



               EXT - MORNING



               Driving to Off the Shelf Records and sZines , Car zooming by

               city streets.



               MUSIC pouring out of car's windows



               BAND: 'LESS THAN JAKE' - SONG: 'NERVOUS IN THE ALLEY'



               LYRICS:



               "On a Tuesday in the rain, I never thought there'd come a

               day. I never thought there'd come a day, yea. If I put myself

               to the test, would I ever raise a fist. Would I just shut my

               mouth, would I just block it out. I've swore it a million

               times, never to be left again with that feeling, of

               hopelessness left standing. Just nervous in the alley. I've

               swore it a million times, never to be left again with that

               feeling, of hopelessness left standing. Just nervous in the

               alley, woah. Just nervous in the alley. And when all is said

               and through. Would I know just what to do. Would I know just

               what to do, yea. If I put myself to the test, would I ever

               raise a fist. Would I just shut my mouth, would I just block

               it out. I've swore it a million times, never to be left again

               with that feeling, of hopelessness left standing. Just

               nervous in the alley. I've swore it a million times, never to

               be left again with that feeling, of hopelessness left

               standing. Just nervous in the alley. Woah-oh...Just nervous

               in the alley. Woah-oh...Just nervous in the alley. Woah

               oh...Just nervous in the alley. Woah-oh..Woah-woah. It's a

               change of heart, that keeps us apart (you say its true, you

               know its true, nothing left except for me and you) It's not

               that strange, with all I have to say, I wonder what I'm

               fighting for, yea. I've swore it a million times, never to be

               left again with that feeling, of hopelessness left standing.

               Just nervous in the alley. (Woooooaaaaaaaahhhhhhhh) I've

               swore it a million times, never to be left again with that

               feeling, of hopelessness left standing. Just nervous in the

               alley. Woah-oh...Just nervous in the alley. Woah-oh...Just

               nervous in the alley. Woah-oh...Just nervous in the alley.

               Woah-oh...Just nervous in the alley."



               CUT TO: OFF THE SHELF RECORDS & SZINES (RECORD STORE WHERE

               JUSTIN SOLD HIS COMIC BOOK/ZINE AND IS NOW GOING TO PICK UP

               HIS SALES MONEY AND MAIL TO THE MAGAZINE WHICH THE RECORD

               STORE FRONTED AS THE ADDRESS)



               Justin opening the door, a little bell ringing. 



               A guy BEHIND the counter, in like a little watchtower, raised

               above the floor level looks up from a zine or comic and gives

               a 'what's up' with his head. 



               Justin surveys the store, wide angle, as he walks in.



               We see it from his point of view getting the sense that he's

               looking for someone.



                                   JUSTIN: 

                         (walking around to the counter)

                         "Hey, does Drake still work here?"



                                   STORE CLERK: 

                         "He's over there."



                                   JUSTIN:

                         (spots him around a rack of

                         cds/dvds display)

                          "Drake!"

               Drake is sort of tall and a little gangly, with dark brown

               scraggly hair shooting out in little almost-dred-locks

               everywhich way, but his hair is pretty short. 

               He has the air of someone who thinks they're more intelligent

               than everyone else so they don't have to live in this world

               anymore. 

               He's holding a box and a pricing gun and placing copies of

               CD's behind the copies already on display, or where they are

               Missing.



                                   DRAKE: 

                         "Oh, hey man. How have you been?"



                                   JUSTIN: 

                         "Not too bad. How bout you?"



                                   DRAKE: 

                         "Ok. Ok."



                                   JUSTIN: 

                         "You still keeping the mail here

                         from the comic strip? Wait, r'you

                         guys even selling the old issues

                         anymore, I don't see it." (looking

                         around)



               Drake starts walking toward the back room, Justin following

               him.



                                   DRAKE: 

                         "We're still selling it. We moved

                         the local comics over to the shelf

                         over there." 



               Drake sort of points to a shelf by the side wall as he's

               walking.



               They're at the back room, which has a ticketbooth with a

               glass window. We see them through the glass window.



                                   JUSTIN: 

                         "Cool. Well, What's the damage?"

               Drake looks up for a second, then&also offhandedly, looking

               down at the piles he's sorting through.



                                   DRAKE:

                         "That's the wrong phrase."



                                   JUSTIN: 

                         "It could be the right one." 

               Drake is getting the mail.



                                   DRAKE: 

                         "You can't say something like that

                         when you mean, how much mail do I

                         have. People won't know what you're

                         talking about. You have to use the

                         language the same way other people

                         use it."



                                   JUSTIN: 

                         "What's the damage if I use it

                         different if I think you'll

                         understand. Maybe you  should try

                         to understand." 

               Drake hands him a large handful of mail, and gives him a bag

               for it. 

               The bag says "Thanks for hitting up the wall." And has a

               smiley face.



                                   DRAKE: 

                         "We owe you some money too. That

                         would be damage."

               They're walking back out into general population when

               DARLENE sees him there.



               DARLENE is about the same age as Justin. 



               She is a beautiful African American girl, with perfectly

               human-angular features that morph into curves that take you

               with them. 



               She is pretty light skinned.



               She's dressed like a hipster, with some womanly features.



               She's walking in with a couple of girlfriends and when she

               sees Justin they both slow down, as does the camera, and they

               just stare at each other like, oh damn, in a good way. 



               She's looking at him, then she smiles like the daughter of

               the devil herself:



               TRANSITION TO: 



               "FOUR YEARS EARLIER"



               (BLACK AND WHITE)



               EXT. WAREHOUSE PARTY







               OUTSIDE OF PARTY: JUSTIN AND DARLENE FIRST MEETING.



               MUSIC playing inside warehouse like building coming out side

               door is: BAND 'CAKE' - SONG 'IT'S COMING DOWN' From their

               album 'Fashion Nugget' - album version distorted by warehouse

               party noise.



               LYRICS:



               "it's coming down. it's coming down. it's raining outside.

               you've nowhere to hide. she's asking you why you think it's

               funny. it's coming down. it's coming down. she's leaving your

               house. she had to get out. she's mad, and she'll take her

               mattress with her. it's coming down. it's coming down. it's

               coming down. it's coming down. it's coming down. it's coming

               down. it's coming down. it's coming down. it's coming down.

               you lie on the floor. she's slamming your door. she's gone,

               and she's wearing your red sweater. it's coming down. it's

               coming down. it's coming down. it's coming down. it's coming

               down. it's coming down. it's coming down. it's coming down.

               it's coming down."



               Justin talking to guy (friend) outside of party, casually,

               sort of like you know he really wants to be talking to the

               girl he's about to be talking to, but that doesn't mean

               they're not good friends.



               Showcasing the fact that they are two groups, the guys and

               then this girl sort of a free agent (free radical?) among

               others.



                                   PETE (OR PJ)(KIND OF SARCASTICALLY, AS

                                   YOU'LL SEE WHY): 

                         "I lost my zippo."



                                   JUSTIN: 

                         "Oh, man, you can't lose your

                         zippo."



                                   PETE(BEING A SMARTASS): 

                         "Well, you can lose it."



                                   JUSTIN: 

                         "No, I view it as like, if you lose

                         your zippo, it's a sign from God

                         that you've gotten off track

                         somehow. That you're like, not on

                         your true path."



                                   PETE: 

                         "That's interesting. Especially if

                         you lose your zippo by throwing it

                         out of a moving car when it refuses

                         to light like I did."



               HE LOOKS OVER TO HER, WE SEE. 

               THEN WE SEE HER.



               (Laughter)



                                   SOMEONE IN CIRCLE:

                         "Defenestrated Flame."



               Justin walks up to the girl, Darlene



                                   JUSTIN: 

                         "What are you smoking?"



                                   DARLENE: 

                         "It's a clove."



                                   JUSTIN: 

                         "What is that?"



                                   DARLEEN: 

                         "It's a different kind of plant."



                                   JUSTIN: 

                         "But it tastes like a cigarette?"



                                   DARLEEN: 

                         "Well… I mean, but it has a

                         different flavor. It's still a

                         cigarette. It has tobacco. But with

                         a spice. That's the clove."



                                   JUSTIN: 

                         "What's your name?"



               END FLASHBACK: TRANSITION BACK TO 'OFF THE SHELF' RECORDS



               Back to 'Present Day'



               END BLACK & WHITE

               She knows he knows it's here, but she is smiling at him and

               says her name because there is some magic in restating the

               loved familiar, in an unknown way.



                                   DARLEEN: 

                         "Hey, Justin. It's me, Darleen."



                                   JUSTIN (CASUALLY, LIKE, OF COURSE ): 

                         "I knew it was you."



               (and he did)



                                   DARLEEN:	 	   JUSTIN:                                                       

                         So, how are you?	   	What's new?



               Darleen looks trumped and puzzled, curious, like, she's being

               photographed by a sexy stranger, curled hand in front of her

               face



               This part like she's remembering him, of course, but then

               she's about to remember why she remembers him.



                                   JUSTIN:

                         "I'm in town for a bit."



                                   DARLEEN:

                         "So it seems."

               She clears her throat a little, almost hesitantly.

                         "How long?"



               CUT TO: THE OBLIGATORY AWESOME HIROSHIMA SEX SCENE







               INT: DARLENE'S PARENT'S HOUSE



                                                       FOUR YEARS

                                                       EARLIER:



               Darleen's Bedroom, darkened, under covers with two

               flashlights lit. 



               They're having sex, or making love rather, teenage true

               lovers, I guess the second time around for Justin, though

               he's untouchable at that point by physics standards, Justin

               narrating:



                                   JUSTIN: 

                         "I'm going to take you."



                                   DARLENE:

                         (laughing, and serious)

                          "Where?"



                                   (THIS IS TAKEN FROM ROBERT ANTON

                                   WILSON'S BOOK 'THE SHRODINGER'S CAT

                                   TRILOGY' AROUND PG 171, SLIGHTLY

                                   ALTERED.) 



                                   JUSTIN:

                         "To the center of the galaxy. This

                         is the center of space time, and it

                         is also the center of your womb,

                         darling Darleen. It is way, way out

                         and it is also way, way in. You can

                         only enter this mystery on vibes of

                         sheer ecstasy, because all matter

                         at a lower vibratory rate gets

                         destroyed in the black hole.

                         So, in order to navigate this

                         dangerous crossing  I must fuck you

                         even more deeply, my darling."



                                   DARLEEN:

                         (Moaning) "What are you talking

                         about?"



                                   JUSTIN: 

                         "There there, you'll see the center

                         of the galaxy when your pretty

                         little cunt gets hot enough."

               (CONT'D)

                         "To the center of space-time. Deep,

                         deep into the cosmic vaginal barrel

                         and deep, deep into the spiral of

                         your moist galaxy, I'll pilot you.

                         Slow permutations, like the growth

                         of crystals, deep into a

                         kaleidoscope of strange floral

                         energies, each petal shape tingling

                         with the languid joy dance in the

                         folds of your own warm pussy, the

                         shaft digging deeper and deeper

                         into the starry dynamo."



                                   --

                         "It's the only way to travel."



                                   DARLENE:

                         "Keep fucking me."



                                   JUSTIN:

                         "Forever and all ways.

                         I'll fuck you good, my dear. I

                         will."



                                   DARLEEN:

                         "Oh, my God."



               TRANSITION TO: LATER THAT NIGHT



               Justin ducking under the covers, pausing for a second, then

               crawling up from under the blanket like it's a sleeping bag

               he's got to burrow through, just knowing it's cute.



               Afterword they're smoking a cigarette together. They have to

               open the window and put on a fan.



                                   DARLENE:

                         (the tiniest hint of spaziness

                         comes out of her character. When

                         she says "where" she does a little

                         gesture and emphasis with her hand,

                         but understated.)

                         "Where did you come up with that?"



               Her hand slips across the blanket and she looks over at him

               in expectation of his answer.



                                                          QUICK CUT TO:







               A RIDE IN THE CAR







               PRESENT DAY:



               In Justin's car, Darleen and Justin riding, laughing and

               enjoying each other's company, immediate entrance into the

               below cut.



               Car flashes by, they're driving in 'The Loop', a cool street

               light-hearted neon-lit hang-out business district in St.

               Louis City



               MUSIC PLAYING LOUD from their car, first thing heard: BAND

               'THE REPLACEMENTS' - SONG: 'ALEX CHILTON'



               The LYRICS: (shot inside car) singing along: 



               "I'M IN LOVE/ 



               WHAT'S THAT SONG? / 



               I'M IN LOVE / 



               WITH THAT SONG."



               From the rocking intro...



               They air drum the drum part, then rock out and when it goes

               into the next verse, Justin turns down the music.



               LYRICS (FULL)



               "If he was from Venus, would he feed us with a spoon? If he

               was from Mars, wouldn't that be cool? Standing right on

               campus, would he stamp us in a file? Hangin' down in Memphis

               all the while. (chorus:) Children by the million sing for

               Alex Chilton when he comes 'round They sing "I'm in love.

               What's that song? I'm in love with that song." Cerebral rape

               and pillage in a village of his choice. Invisible man who can

               sing in a visible voice. Feeling like a hundred bucks,

               exchanging good lucks face to face. Checkin' his stash by the

               trash at St. Mark's place. (chorus) I never travel far,

               without a little Big Star Runnin' 'round the house, Mickey

               Mouse and the Tarot cards. Falling asleep with a flop pop

               video on. If he was from Venus, would he meet us on the

               moon?If he died in Memphis, then that'd be cool, babe.

               (chorus)"



               Justin's face from the driver side.



                                   JUSTIN: 

                         "So you don't see any of the

                         old crew?"

               Darlene is rolling a cigarette: 

               Shot of her hands rolling the cigarette. 



               Shot of her face as she licks the cigarette to close it.



                                   DARLEEN: 

                         "Not really, no. Just around."



                                   JUSTIN: 

                         "That's weird."

               She turns to sit sideways in her seat comfortably, now

               (CON'T)

               viewing justin as an enigma.



                                   DARLEEN: 

                         "Why?"



                                   JUSTIN:

                         (Alerted)

                         "I guess it's not weird."

               Justin ashes his cigarette out the window.

               He reaches into the backseat for his cd case.

               He picks out a cd seemingly at random and puts it into the

               car's cd player.



               Music comes on:



               BAND - 'OF MONTREAL'  - 'WRAITH PINNED TO THE MIST AND OTHER

               GAMES' (BROKEN SPINDLES REMIX)' song hardly begins



               before scene changes, probably don't even hear the lyrics



               LYRICS:



               "Let's have bizarre celebrations Let's forget who forget what

               forget where We'll have bizarre celebrations I'll play the

               Satyr in Cypris you the bride being stripped bare(bare) Let's

               pretend we don't exist Let's pretend we're in Antarctica

               Let's pretend we don't exist Let's pretend we're in

               Antarctica (ah-ah-ahh) Let's have bizarre celebrations Lets

               forget when forget what forget how We'll have bizarre

               celebrations We'll play Tristan and Izolde but make sure I

               see white sails (sails) Let's pretend we don't exist Let's

               pretend we're in Antarctica Let's pretend we don't exist

               Let's pretend we're in an Antarctica (ah-ah-ahh) Maybe I'll

               never die I'll just keep growing younger with you And you'll

               grow younger too Now it seems too lovely to be true But I

               know the best things always do Let's pretend we don't exist

               Let's pretend we're in Antarctica Let's pretend we don't

               exist Let's pretend we're in Antarctica Let's pretend we

               don't exist Let's pretend we're in Antarctica"



               Shot of Justin from the front



                                   JUSTIN:

                         "I guess… Well you know how we all

                         felt like we'd always be friends."



               Shot of Darleen from front right



                                   DARLEEN:

                         "Yeah. … Wait, this coming from

                         you?"



                                   JUSTIN:

                         "It's not like that."



                                   DARLEEN (QUOTING JUSTIN BUT NOT MEAN

                                   SPIRITEDLY):

                         "That's weird"



               Close up of Justin's face from the left



                                   JUSTIN:

                         "Yeah."



               Justin takes a slow drag off of his cigarette.



               Shot of the cigarette burning, close-up.



                                   JUSTIN:

                         "It's just that... there was a

                         time, you know, where all these

                         kids... were mine. I mean, you

                         too... We were all each others...

                         We owned each other."



                                   DARLENE:

                         "That's awful."

               Justin realizes he's talking to a black girl and gets

               sensitive, but still continues in earnest of his point.



                                   JUSTIN:

                         "No, I don't think so."



               Darlene looks at him apprehensively, concerned, lovingly.



                                   JUSTIN:

                         "It's... we belonged to each other.

                         Do you get it?"

               Darlene... Getting it, maybe like she's getting Justin for

               the first time.



                                   DARLENE:

                         "Yeah, I guess."



                                   JUSTIN:

                         "I guess I just thought that maybe

                         they were still yours."



                                   DARLENE (CURIOUSLY, POIGNIANTLY):

                         "Cause they stopped being yours?"



               Justin sort of sighs it out, but holds back the exaspiration.



                                   JUSTIN: 

                         "Yea, I don't know."



                                                           SORT OF FADE

                                                                   OUT.



                                                                CUT TO:



               THEY ARRIVE AT DARLENE'S APARTMENT - FRONT ROOM/KITCHEN







               INT. MED. SZ. APT, PURPLES AND REDS, NICE, WOOD FLOORS.



               Music: 'CASIOTONE FOR THE PAINFULLY ALONE' - 'NEW YEAR'S

               KISS' from their album 'Etiquette'



                                   DARLEEN:

                         "Wanna bake some cookies?"



                                   JUSTIN:

                         "Does a bear live at the Vatican?"



               Cat comes in and rubs against Justin's leg.



                                   JUSTIN:

                         "I didn't know you had a cat."



                                   DARLENE:

                         "Neither did I. What the hell?"



                                   JUSTIN:

                         "Alright, we've got to calm down,

                         we're getting too funny."



                                   DARLENE:

                         "That's Tarzan."



                                   JUSTIN:

                         "Your cat's name is Tarzan?"



                                   DARLENE:

                         "Yeah. Have you ever read those?"



                                   JUSTIN:

                         "No."



                                   DARLENE:

                         "Well. I rescued the cat from the

                         wild, but he rescues me from

                         civilization sometimes."



                                   JUSTIN:

                         "I thought they were supposed to be

                         racist or something. I heard

                         something."



                                   DARLENE:

                         "Well, they're old." 

                         (Show her working class hands

                         kneeding the dough) 



                                   DARLENE:

                         "You've always got to make

                         concessions for the elderly."

                         (she says as she is preparing the

                         cookie dough, joking in a weird

                         way, not disrespectful to the

                         elderly, but wishing they weren't

                         elderly)



               Justin lets out a little laugh.



                                   JUSTIN:

                         "You've changed since I left."



                                   DARLENE:

                         "You knew I would."



                                   JUSTIN:

                         "I guess."



                                   DARLENE:

                         "When you stopped sending letters I

                         figured you weren't coming back. At

                         least not anytime soon."



                                   JUSTIN: 

                         "I'll always come back, if you're

                         willing to bake cookies."



                                   DARLENE: 

                         Personating an older black woman

                         with some snap: "Anytime, sugar."



               Justin puts the tray of cookies in the oven.



                                                       TRANSITION: FROM

                                                             KITCHEN TO

                                                            LIVING ROOM

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