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Ed Wood (1994)

by Scott Alexander and Larry Karaszewski.
Based on the book by Rudolph Grey.
First draft. November 20, 1992.

More info about this movie on imdb.com
FADE IN:

INT. HAUNTED MANSION PARLOR - NIGHT

We move through a spooky shrouded parlor, as a storm rages
outside.  THUNDER roars, and lightning flashes in the giant
windows.  in the center of the room lies an oak coffin.

Suddenly the lid starts to creak open. A hand crawls past
the edge... and then the lid slams up!  Famed psychic CRISWELL
pops out.  Criswell, 40, peers at us intently, his gleaming
eyes framed under his striking pale blonde hair.  He intones,
with absolute conviction:

		CRISWELL
	Greetings, my friend.  You are
	interested in the unknown, the
	mysterious, the unexplainable...
	that is why you are here. So now,
	for the first time, we are bringing
	you the full story of what
	happened...
		(extremely serious)
	We are giving you all the evidence,
	based only on the secret testimony
	of the miserable souls who survived
	this terrifying ordeal.  The
	incidents, the places, my friend, we
	cannot keep this a secret any longer.
	Can your hearts stand the shocking
	facts of the true story of Edward D.
	Wood, Junior??

EXT. NIGHT SKY

Lightning CRACKS.

We drift down past the dark clouds... through the torrential
rain... and end up...

						OPTICAL:

EXT. HOLLYWOOD - NIGHT

We've landed in Hollywood, 1952.  We're outside a teeny, grungy
playhouse.  The cracked marquee proclaims "'THE CASUAL
COMPANY,' WRITTEN AND DIRECTED BY EDWARD D. WOOD, JR."

Pacing nervously in the rain is ED WOOD, 30, our hero.
Larger-than-life charismatic, confident, Errol Flynn-style
handsome, Ed is a human magnet.  He's a classically flawed
optimist: Sweet and well-intentioned, yet doomed by his demons
within.

The doors open, and Ed's pal JOHN "BUNNY" BRECKINRIDGE, 45,
hurries out.  Bunny is a wealthy, theatrical fop wearing a
string of pearls.

		  [PAGE 2 MISSING]

Suddenly the rest of the cast runs up, frantically upset.  In a
flowing white dress is DOLORES FULLER, 23, a sharp, hungry-
for-a-career ingenue.  She's near tears.

		DOLORES
	Eddie, my dove just flew out the
	window!

		CREW MEMBER
	She goes on in two minutes! What
	are we gonna do??

They all look to Ed, awaiting a response.  He thinks a second,
then excitedly CLAPS his hands.

		ED
	Dolores, give me your shoes.

		DOLORES
	What?

		ED
	The ghost can be barefoot.  Give
	me your shoes!

She hands Ed her white shoes.  He snatches one, grabs a pair of
scissors, and starts CUTTING up the shoe.  Everyone is baffled.
He keeps cutting the shoe... and it slowly takes on the shape
of a dove!

Ed then grabs some pipe cleaners, works them into a shape, and
sprints into the dressing room.  He takes some green eye shadow
and excitedly smears it on the pipe cleaners.  Ed then hurries
back out, jams the green pipe cleaners into the cut-up shoe...
and it looks like a dove with an olive branch in its mouth!

The cast is flabbergasted.

		CREW MEMBER
	Wow.

BACK ONSTAGE

The soldiers suddenly look up.

		ACTOR #1
	Hey, I think I see something!

Dolores floats down onto the stage, holding out the dove.

		DOLORES
	I offer you mortals the bird of
	peace, so that you may change your
	ways and end all this destruction.

						CUT TO:

INT. SCRUFFY COFFEE SHOP - LATER THAT NIGHT

Ed and his gang celebrate opening night in a dirty 24-hour
diner.  They're noisily slugging down drinks, in a big red
booth.

		ED
	What a show!  Everyone was terrific!
	Paul, your second-act monologue
	actually gave me chills,

He grins at Actor #1, aka PAUL MARCO, a young eager beaver
who's loyal like a dog.

		PAUL MARCO
	Aw thanks, Eddie.

Actor #2, aka CONRAD BROOKS, a friendly, simple-minded lug,
runs up waving a newspaper.

		CONRAD
	I got the early edition!  It was just
	dropped off at the newsstand.

		ED
		(he smiles at everyone)
	This is the big moment...!

Ed opens the paper to the entertainment page.

INSERT - THE NEWSPAPER.  Ed turns to a column, "The Theatrical
Life, By Victor Crowley."  Under this is a photograph of an old
man with an ascot.

WIDE

Everybody excitedly crowds around and starts reading.   A
moment... and then their faces drop.  Clearly, this is a
disastrous review.  Their faces get sadder, and sadder... and
then they finish.  A melancholy beat, until --

		BUNNY
	What does that old queen know?  He
	wasn't even there!
		(he knocks back a drink)
	Sending a copy boy to do his dirty
	work.  Well fuck him!

		DOLORES
	Do I really have a face like a horse?

		PAUL MARCO
	What does "ostentatious" mean?

Ed calmly waves his arms for attention.  He tries to smile.

		ED
	Hey.  Hey, it's not that bad.  You
	just can't concentrate on the
	negative.  He's got some nice things
	to say...
		(he scans the review)
	See, "The soldier costumes are very
	realistic."  That's positive!

Everyone kind of stares at their drinks, depressed.  Ed
launches into an upbeat speech.

		ED
	Hell, I've seen a lot worse reviews.
	I've seen ones where they didn't even
	like the costumes!  Like, that last
	"Francis the Mule" picture -- it got
	terrible notices.  But it was a huge
	hit.

		PAUL MARCO
	Lines around the block.

		ED
	So don't take it too seriously.
	We're all doin' great work.

		CONRAD
	You really think so?

		ED
	Absolutely!  It's just the beginning.
	I promise this: If we stick together,
	one day I'll make every single one
	of you famous.

He smiles at everyone at the table.  They all believe what he
says, and there is a hushed moment of dream-filled hope.

						CUT TO:

INT. DOLORES' APARTMENT - LATE NIGHT

Ed and Dolores lie in bed, in the dark.  He stares vulnerably
at her.

		ED
	Honey, what if I'm wrong?  What if
	I just don't have it?

		DOLORES
	Ed, it was only one review.

		ED
	Orson Welles was 26 when he made
	"Citizen Kane."  I'm already 30!

		DOLORES
	Ed, you're still young.  This is the
	part of your life when you're
	supposed to be struggling.

		ED
	I know... But sometimes I get scared
	this is as good as it's gonna get...

Dolores kisses Ed affectionately.

		DOLORES
	Things'll change for us.  Nobody
	stays on the fringe forever.

She gets out of bed.  We see her tiny apartment is drab and
crumbling.  Dolores turns on the shower, then walks to the
closet.  She looks inside.

		DOLORES
	God, where's my pink sweater?  I can
	never find my clothes anymore...

ANGLE - ED

He rolls over in bed, away from her.

						CUT TO:

INT. STUDIO WAREHOUSE - DAY

CU on Ed reading "The Hollywood Reporter."  A RUDE BOSS in
suspenders suddenly strides up.

		RUDE BOSS
	Hey big shot, get off your ass.  They
	need a potted palm over in the Carl
	Laemmle Building.

		ED
	Sure thing, Mr. Kravitz.

Ed jumps up.  We WIDEN, revealing he's in a giant greenhouse,
packed with rows of potted plants and shrubs.  Ed grabs a small
palm tree and hurries out.

EXT. MOVIE STUDIO - DAY

Ed strolls across the busy movie lot, lugging the palm.  He
passes a soundstage and notices the stage door open a crack.
Ed glances around, then puts down the palm and hurries in.

INT. SOUNDSTAGE Ч SAME TIME

A big-budget foreign legion movie is shooting, with a huge cast
and crew. A giant desert set has been erected, with camels and
real sand dunes. Ed is blown away.

		ED
	Whoa, look at all this sand.  This
	is real sand!  My God, where'd they
	get all this sand?!

A SECURITY GUARD sees him.

		SECURITY GUARD
	Hey, YOU.  This is a closed set.

Ed is caught.  He hurries out.

EXT. MOVIE STUDIO Ч DAY

Ed continues across the lot, carrying his palm tree.  An OLD
CRUSTY MAN sticks his head out an office window.

		OLD CRUSTY MAN
	Hey, Eddie!  Come in here.  I got
	some great new stuff to show you.

Ed puts down the plant again and runs in.

INT. EDITING ROOMS Ч DAY

The old guy is proudly showing Ed STOCK FOOTAGE on a moviola.
The footage is totally random: Giant explosions, buffalos
stampeding, tanks, an octopus swimming, etc.

Ed is dazzled.

		ED
	This is fantastic!  What are you
	gonna do with it all?

		 OLD CRUSTY MAN
	Eh, probably file it away and never
	see it again.

		 ED
	It's such a waste.  If I had half a
	chance, I could make an entire movie
	out of this stock footage!
		(getting inspired)
	See, the story opens with these
	mysterious explosions.  Nobody knows
	what's causing them, but it's
	upsetting all the buffalo.  So the
	military is called in to solve the
	mystery.

		OLD CRUSTY MAN
	Ya forgot the octopus.

		ED
	No, I'm saving that for the big
	underwater climax!

The old guy cackles.

EXT. MOVIE STUDIO - DAY

Ed finally carries the tree into the Laemmle Building.

INT. STUDIO OFFICES - SAME TIME

Young SECRETARIES in June Cleaver hairdos are giggling.

		SECRETARY #1
	They say he was a girl trapped in a
	man's body.

		SECRETARY #2
	I'll bet it hurt when they snipped
	his thing off.

EEWWW!  All the girls shriek in horror.  Ed walks in and puts
down his plant.

		ED
	What are you ladies gabbin' about?

		SECRETARY #1
	You know that Christine Jorgensen
	freak?  He/she/it's in "Variety."
	Some producer is making a biopic.

		ED
		(startled)
	R-really?  I didn't see the story.

		SECRETARY #1
	Ah, it was buried in the back.  The
	guy's a real smallЧtime operator.

She holds up her "Variety."  Ed hurriedly takes it.

						CUT TO:

INSERT - VARIETY

The story headline says "BOYЧTOЧCHICK FLICK TO CLICK."  We PULL
OUT, revealing we're now in

INT. ED'S APARTMENT - DAY

Ed holds the newspaper while he paces around his apartment.
The place has threadbare carpet, faded wallpaper, and an
electric burner for a kitchen.  A handful of mangy DOGS run
around. Tacked-up are movie posters for "DRACULA," "FREAKS,"
and "THE MAGNIFICENT AMBERSONS."

Dolores talks on the phone, while Ed silently coaches her.

		DOLORES (on phone)
	Yes, I've got Mr. Edward Wood on the
	line.  Could you please hold?

Ed gives her a thumbs up -- perfect!  He confidently takes the
phone.

		ED (on phone)
	Hello, Mr. Weiss?  I heard about your
	new project and was curious if you
	signed a director.  Oh -- you
	haven't?  Well, if we could get
	together, I could explain why I'm
	more qualified to direct this than
	anyone else in town.
		(beat)
	Uh, I'd rather not go into it over
	the phone...  Alright.  Great!  l'll
	see you then!

Ed hangs up and YELPS excitedly.  He kisses Dolores.  She pulls
away.

		DOLORES
	Eddie, I don't understand.  Why are
	you the most qualified director for
	the Christine Jorgensen Story?

		ED
		(nervous, he lies)
	Aw, er, it's just a bunch of hot air.
	I had to say something to get in the
	door.

						CUT TO:

INT. LOW-RENT HALLWAY - DAY

Ed walks jauntily along, wearing a snappy suit.  He reaches a
door that says "SCREEN CLASSICS Ч George Weiss, President." Ed
fixes his hair, checks his clothes, then enters.

INT. SCREEN CLASSICS Ч SAME TIME

It's a crowded root, piled with paperwork and files.  Film cans
are stacked everywhere, and framed oneЧsheets for "TEST TUBE
BABIES," "BLONDE PICKUP" and "GIRL GANG" litter the cracked
walls.  Sitting behind the messy desk is GEORGIE WEISS, 60, a
rug merchant turned exploitation film producer.  He juggles a
large sandwich and angrily barks into the phone.

		GEORGIE (on phone)
	Look, when I said you could have the
	western territories, I didn't mean
	all eleven states!  I meant
	California, Oregon, and uh, what's
	that one above it... Washington.  Oh
	really?!  Well screw you!

Georgie slams down the phone.  He smiles warmly at Ed.

		GEORGIE
	Can I help you?

		ED
	Yes, I'm Ed Wood.  I'm here about
	directing the Christine Jorgensen
	picture.

		GEORGIE
	Yeah, well a couple of things have
	changed.  It ain't gonna be the
	Christine Jorgensen story no more.
	Goddamn "Variety" printed the story
	before I had the rights, and now that
	bitch is asking for the sky.

		ED
		(disappointed)
	So you're not gonna make the movie?

		GEORGIE
	No, of COURSE I'm gonna make the
	movie!  I've already preЧsold Alabama
	and Oklahoma.  Those repressed Okies
	really go for that twisted pervert
	stuff.  So we'll just make it without
	that she-male.  We'll fictitionalize
	it.

Georgie bites into his sandwich.  Ed is dazed.

		ED
	Is there a script?

		GEORGIE
	Fuck no!  But there's a poster.

Georgie pulls out artwork of a hermaphrodite: Man on the left
side, woman on the right.  The lettering screams, "I CHANGED MY
SEX!"

		GEORGIE
	It opens in nine weeks in Tulsa.

		ED
		(mustering up his courage)
	Well, Mr. Weiss, I'm your guy.  I
	work fast, and I'm a deal: I write
	AND direct.  And I'm good.  I just
	did a play in Hollywood, and Victor
	Crowley praised its realism.

		GEORGIE
	Hmm.  There's five-hundred guys in
	town who can tell me the same thing.
	You said on the phone you had some
	kind of "special qualifications."

Ed takes a measured piuse.  This is his big revelation.

		ED
	Well, Mr. Weiss, I've never told
	anyone what I'm about to tell you...
	but I really want this job.
		(he gulps)
	I like to dress in women's clothing.

		GEORGIE
	Are you a fruit?

		ED
	No, no, not at all!  I love women.
	Wearing their clothes makes me feel
	closer to them.

		GEORGIE
	So you're not a fruit?

		ED
	Nah, I'm all man.  I even fought in
	WW2.
		(beat)
	'Course, I was wearing ladies'
	undergarments under my uniform.

		GEORGIE
	You gotta be kiddin' me.

		ED
	Confidentially, I even paratrooped
	wearing a brassiere and panties.
	I'll tell ya, I wasn't scared of
	being killed, but I was terrified of
	getting wounded, and having the
	medics discover my secret.

Georgie sits back.  It's a hell of a story.

		GEORGIE
	And this is why you think you're the
	most qualified to make my movie?

		ED
	Yeah.  I know what it's like to live
	with a secret, and worry about what
	people are gonna think of you... My
	girlfriend still doesn't know why her
	sweaters are always stretched out.

Georgie shrugs.

		GEORGIE
	Ed, you seem like a nice kid, but
	look around you...
		(he gestures at the posters)
	I don't hire directors with burning
	desires to tell their stories. I
	make movies like "Chained Girls."
	I need someone with experience who
	can shoot a film in four days that'll
	make me a profit.
		(beat)
	I'm sorry.  That's all that matters.

						CUT TO:

INT. BAR Ч DAY

Ed sits morosely in a scuzzy bar, three empty shot glasses in
front of him.  A BARTENDER ambles over.

		BARTENDER
	Are you gonna get something else?

Ed glumly empties his pocket.  All he has is change.  Ed sighs,
and staggers out.

EXT. HOLLYWOOD BOULEVARD - DAY

Ed shuffles down the street, his head hanging low.  A
restaurant door opens, and an EISENHOWER ERA NUCLEAR FAMILY
exits.  Whitebread Dad, Mom, Son, and Daughter stride out in
their starched clean clothes.

They march obliviously past Ed.  He watches them go, then
continues.  Ed reaches a building, "HOLLYWOOD MORTUARY," and
glances in the window.  A pause, then he does a doubletake.

THROUGH THE WINDOW

The showroom is filled with sample coffins.  Lying inside one
is BELA LUGOSI.

ANGLE - ED

He is flabbergasted.

INT. HOLLYWOOD MORTUARY - SAME TIME

Lugosi slowly sits up inside the coffin.  Bela is an aged 70-
year-old man, once a great star, now a faded memory trying to
hang on to his nobility.  Quite frail and tired, he is still a
master of the grand gesture.

An UNCTUOUS SALESMAN steps up.  Bela speaks, in a thick
Hungarian ACCENT which gives him an Old World elegance.

		BELA
	Too constrictive.  This is the most
	uncomfortable coffin I have ever been
	in.

		SALESMAN
	Gee, Mr. Lugosi, I've never had any
	complaints before.

		BELA
	The selection is quite shoddy.  You
	are wasting my time.

Mildly annoyed, Bela climbs out. He straightens his cloak and
walks to the exit -- where be bumps into nervous Ed.

		ED
	Excuse me, Mr. Lugosi??

		BELA
		(irritated)
	I told you, I don't want any of your
	goddamn coffins.

		ED
	No.  I don't work here.

		BELA
	Huh?

Bela peers at Ed, then glances confusedly over his shoulder at
the salesman.  Oh.  Bela looks back at anxious Ed.

		BELA
	Who are you?  What do you want?

		ED
	I don't want anything.  I'm just a
	really big, big fan.  I've seen all
	your movies.

		BELA
	Ha!

Bela strides out.

EXT. HOLLYWOOD BOULEVARD - SAME TIME

Bela hurries along.  Ed chases after him.

		ED
	Why were you buying a coffin?

		BELA
	Because I'm planning on dying soon.

		ED
		(concerned)
	Really?

		BELA
	Yes.  I'm embarking on another bus-
	andЧtruck tour of "Dracula." Twelve
	cities in ten days, if that's
	conceivable.

Bela pulls out a large smelly cigar and lights it.

		ED
	You know, I saw you perform
	"Dracula."  In Poughkeepsie, in 1938.

		BELA
	Eh, that was a terrible production.
	Renfield was a drunk!

		ED
	I thought it was great.  You were
	much scarier in real life than you
	were in the movie.

		BELA
	Thank you.

		ED
	I waited to get your autograph, but
	you never came outside.

		BELA
	I apologize.  When I play Dracula,
	I put myself into a trance.  It takes
	me much time to re-emerge.

A CITY BUS approaches.

		BELA
	Oh, there's my bus.
		(he checks his pockets)
	Shit, where's my transfer?!

		ED
	Don't you bave a car?

		BELA
	I refuse to drive in this country.
	Too many madmen.

The bus pulls up, and the doors open.  Ed is worried he's about
to lose his new friend.  He gets an idea...

						CUT TO:

INT. 1948 NASH RAMBLER - DAY

Ed drives anxiously.  Bela sits next to him, filling the car
with smoke from his big cigar.

		ED
	Boy, Mr. Lugosi, you must lead such
	an exciting life.  When is your next
	picture coming out?

		BELA
	I have no next picture.

		ED
	Ah, you gotta be jokin'!  A great man
	like you... I'll bet you have dozens
	of 'em lined up.

		BELA
	Back in the old days, yes.  But now
	-- no one give two fucks for Bela.

Bela puffs on his oversized cigar.

		ED
	But you're a big star!

		BELA
	No more.  I haven't worked in four
	years.  This town, it chews you up,
	then spits you out.  I'm just an
	ex-bogeyman.
		(he points)
	Make a right.

EXT. BELA'S NEIGHBORHOOD - DAY

Ed drives past pumping oil wells and into a seedy neighborhood.
They reach a tiny, well-manicured house.  Ed and Bela get out.

		BELA
		(bitter)
	They don't want the classic horror
	films anymore.  Today, it's all giant
	bugs, giant spiders, giant
	grasshoppers -- who would believe
	such nonsense!

		ED
	The old ones were much spookier.
	They had castles, full moons...

		BELA
	They were mythic.  They had a poetry
	to them.
		(he lowers his voice)
	And you know what else?  The women
	prefer the traditional monsters.

		ED
	The women?

		BELA
	The pure horror, it both repels and
	attracts them.  Because in their
	collective unconsciousness, they have
	the agony of childbirth.  The blood.
	The blood is horror.

		ED
	I never thought of that.

		BELA
	Take my word for it.  You want to
	"score" with a young lady, you take
	her to see "Dracula."

Bela's eyes twinkle.  He reaches his front door and unlocks it.
INSIDE... it's awful.  Squalid, dark, with skulls and strange
voodoo objects scattered about.  Up front hangs a large
photograph of shockingly young Bela, handsome and regal.

Ed is stunned by this dismal place, but doesn't say anything.
Within, DOGS start BARKING crazily.

		BELA
	Ugh, what a mess.
		(beat)
	My wife of twenty years left me last
	month.  I'm not much of a
	housekeeper.

The dogs BARK louder.

		BELA
	Shh!  I'm coming!  I will feed you!

		ED
	Well... I guess I should go.  Perhaps
	we could get together again?

		BELA
		(he shakes his hand)
	Certainly.  But now the children
	of the night are calling me.

Bela smiles and steps inside.  The door closes.

						CUT TO:

INT. DOLORES'S APARTMRNT - DAY

Dolores is in her 1950's kitchenette, making a green jello
mold.  Ed bursts in, euphoric.

		ED
	Sweetie, you won't believe it!  I've
	got the most incredible news!

		DOLORES
		(excited)
	You got the job?!!

		ED
	Huh?!
		(confused)
	Oh, uh, no, I didn't get the job.
	But something better happened!

		DOLORES
	Better than not getting a job?

		ED
	Yeah!  I met a movie star!  Somebody
	really big!

		DOLORES
	Who?  Robert Taylor?!

		ED
		(annoyed)
	No!  A horror movie star!

		DOLORES
	Boris Karloff!?

		ED
	Close!  The other one!

		DOLORES
	You met Basil Rathbone!

		ED
	Oh, the hell with you.  I met BELA
	LUGOSI!

		DOLORES
	I thought he was dead.

Ed's eyes pop.

		ED
	No!  He's very alive.  Well... sort
	of.  He's old, and frail -- but he's
	still Bela Lugosi!  And he's really
	nice.

		DOLORES
	Boy, I can't even remember the last
	time he was in a picture.

		ED
	It's a shame.  He's such a rest
	actor, and nobody uses him anymore.

		DOLORES
	So did you get his autograph?

Ed calms down.  He smiles beatifically.

		ED
	No.  It wasn't like that at all.  It
	was just the two of us, and we were
	talkin'... and he treated me like --
	a friend...

						CUT TO:

INT. STUDIO WAREHOUSE - DAY

Ed is back in the plant department, arguing with his boss.

		RUDE BOSS
	He's a bum.

		ED
	No he's not!  Do you realize how much
	money he made for this studio over
	the years?  "Dracula"!  "The Raven"!
	"The Black Cat"!

		RUDE BOSS
	Yeah?  Well now he's a junkie.  He
	don't deserve to work.

		ED
	That's not true --

		RUDE BOSS
	He's so great, you hire him.

		ED
		(defensive)
	Well, uh, if I could I would...

The guy takes a mocking face and struts out.  Ed glares.

						CUT TO:

EXT. BELA'S ROUSE - NIGHT

It's Halloween night.  CHILDREN in trick-or-treating costumes
parade up and down the streets.  Through Bela's window, we see
him and Ed watching TELEVISION -- a small fuzzy screen in a
huge console.

INT. BELA'S HOUSE - SAME TIME

ON THE TV, one of Bela's old '30s horror films plays.  Bela's
evil character is hypnotizing somebody: His eyes stare the
famous stare, then his hand does the famous hypnotic gesture.

ON ED AND BELA

They are entranced.  The men drink beers in silence.  Bela's
TWO DOGS lie at his feet.

ON THE TV

The old movie suddenly stops, and VAMPIRA appears on the TV
screen. Vampira, 25, is the sexy "Creature Feature" hostess,
a pale ghoul slipped into a tight black dress.

She leers in front of a corny fog-shrouded set.  There is a
pumpkin, a broomstick, and a sign reading "Happy Halloween."

		VAMPIRA (on TV)
	Ooo!  Those eyes!  He gives me the
	willies!  The only thing scarier than
	him is this guy I dated last week:
	Charlie from Pittsburgh.  Boy, talk
	about the living dead...

ON THE MEN

Ed is disgruntled.

		ED
	Ugh!  I hate the way she interrupts
	the pictures.  She doesn't show 'em
	the proper respect.

		BELA
		(glued to the TV)
	I think she's a honey.  Look at those
	jugs.

Ed LAUGHS.  Bela waves his arm and starts doing his hypnotic
hand gesture at the TV.

		BELA
	Vampira!  You will come under my
	spell!  You will be my slave of love.

		ED
		(fascinated by Bela's hand)
	Hey Bela, how do you do that?

		BELA
	You must be double-jointed, and you
	must be Hungarian.
		(back at the TV)
	Vampira, look at me!  Stare into my
	eyes.

Ed joins Bela in this activity.  The two of them wave their
arms spookily at the TV.

Bela becomes fatigued.

		BELA
	I am getting tired.  I need to take
	my medicine.

		ED
	Do you want me to get it for you?

		BELA
	No thank you, Eddie.  I'll be
	alright.

Bela smiles.  He gets up, shuffles across the room, and steps
behind a curtain.  Ed is puzzled.  Bela's thin arm appears and
draws the curtain tight.  We hear mysterious CLANGING, drawers
opening and closing, and then silence.

Ed sits, waiting.

Behind the curtain, something DROPS.  We hear a muffled "Shit!"

Ed is getting worried.  But then the curtain whips open, and
Bela bounds out, grinning.  He's a bundle of energy.

		BELA
	I feel better now.

AT THE DOOR

The doorbell RINGS.  Kids SHOUT "Trick or treat!"  Bela jumps
up gleefully.

		BELA
	Children!  I love children.

Bela puts on his famous cape, then gets a pair of fangs and
sticks them in his mouth.

OUTSIDE

Little kids in Lone Ranger and Howdy Doody costumes giggle
expectantly.

Suddenly the door flies open, and standing there is Count
Dracula!  The real Count Dracula.  YEOWWWW!!!  The kids SCREAM
and run.

Bela chuckles.  Every kid is gone... except one TOUGH BOY.

		BELA
	Aren't you scared, little boy?  I'm
	going to drink your blood!

		TOUGH BOY
	Ehh, you're not a real vampire.
	You can't turn into a bat, and
	those teeth don't frighten me.

Suddenly Ed lurches out, menacingly.

		ED
	Well how about these teeth?!!

Ed RIPS HIS TEETH out of his head and thrusts them at the
kid.  The boy SCREAMS in terror and races away.

Bela is wowed.

		BELA
	Hey, how'd you do that?

Ed smiles impishly, then sticks the teeth back in his mouth.

		ED
	Dentures.  I lost my pearlies in
	the war.

						CUT TO:

EXT. STREET - LATER THAT NIGHT

Ed and Bela run toward us, Bela's cape flapping in the wind.
Ed takes a swig from Bela's flask.  They're a bit tipsy.

		ED
	Are you sure this is okay?

		BELA
	Don't worry.  I do it every
	Halloween.

EXT. CEMETERY - NIGHT

The moonlight shines down on a rickety old cemetery.  The wind
blows hauntingly, and tombstones gleam in the blackness.

Ed and Bela reach the locked gates.  They glance at each other,
then start to climb over.  Ed helps Bela.  They jump down, and
Ed peers nervously.

		ED
	Now what?

Bela looks like a child on Christmas morning.  He takes another
swig, then starts running giddily.

He disappears into the cemetery.

		BELA
	I am DRACULA!

Bela darts happily through the graves.

His cape flies behind him.

		BELA
	I am the BAT!!

Ed's eyes light up.  He starts chasing after Bela.

Bela's heart is racing.  He zig-zags past ancient crypts.
Gargoyles peer down.  The wind howls through the skeletal
trees, silhouetted against the cloudy sky.

Ed runs through the shadows, trying to catch up.

Bela flaps his cape up and down.  We almost think he's going to
fly.

Ed races up, then quietly stops.  He eagerly watches Bela,
practically expecting him to turn into a bat.  It's a magical,
crazed moment.

		BELA
	I am DRACUlA!  I will LIVE FOREVER!!!

Bela laughs, then lies down on the grass.

WIDE

Ed slowly walks over and lies next to Bela.  They're happy,
eyes alert, on top of the world.

Ed peers in wonder at his new friend.

						CUT TO:

INT. SCREEN CLASSICS OFFICE - DAY

Ed sits across from Georgie.  Ed's very excited.

		GEORGIE
	So what's the big news you couldn't
	tell me over the phone... again?

Ed gulps excitedly.  He has a spiel all planned out.

		ED
	Mr. Weiss, I was thinkin' about what
	you said, about how all your movies
	have to make a profit.  And I
	realized, what's the one thing, that
	if you put in a movie, it'll be
	successful??

		GEORGIE
		(he thinks)
	Tits.

		ED
	No.  Better than tits -- a star!

Georgie shakes his head.

		GEORGIE
	Eddie, you must have me confused with
	David Selznick.  I don't make major
	motion pictures.  I make crap.

		ED
	Yeah, but if you took that crap and
	put a star in it, you'd have something!

		GEORGIE
	Yeah.  Crap with a star.

		ED
		(impassioned)
	No!  It would be something better!
	Something impressive.  The biggest
	moneymaker you've ever had!

		GEORGIE
	Fine, maybe you're right.  But it
	doesn't friggin' matter.  I can't
	afford a star, so I don't even know
	what we're talking about.

Ed grins.

		ED
	What if I told you you could have a
	star for $1000??

		GEORGIE
		(skeptical)
	Who?

Ed opens his valise and whips out an 8x10 GLOSSY OF BELA.

		GEORGIE
	Lugosi?

		ED
	Yeah!  Lugosi!

		GEORGIE
	Isn't he dead?

		ED
		(annoyed)
	No, he's not dead!  He lives in
	Baldwin Hills.  I met him recently,
	and he wants to be in our picture.

		GEORGIE
	OUR picture?

		ED
		(sheepishly)
	Uh, yeah.  Our picture.

Georgie mulls this over.  He's interested.

		GEORGIE
	Why would Lugosi want to be in a
	sex-change flick?

		ED
	Because he's my friend.

Georgie stares carefully at Ed, then finally smiles.

		GEORGIE
	Alright, fine!  You can direct it.
	I want a script in three days, and
	we start shooting a week from Monday.

ANGLE - ED

He leaps up euphorically.  He eagerly pumps Georgie's hand.

		ED
	Thank you!  Bless you, Mr. Weiss!
	I promise I won't let you down!

						CUT TO:

INT. ED'S APARTMENT - DAY

CU on a ROYAL TYPEWRITER.  Ed's hands whirl across the portable
typewriter, frantically feeding in pages as fast as be can
type.  We PULL OUT.

Ed sits on the bed, typing.  He's a blur of activity, juggling
a cigarette, coffee, and a telephone, while he writes.

		ED (on phone)
	But Bunny, you're perfect for this
	job!  You're so good at organizing.

His adrenalin is pumping.  Ed pours some booze into his coffee.

		ED
	You know these people.  I need all
	the transsexuals and transvestites
	you can get.
		(he sucks on his cigarette)
	No, I don't care if they're not
	actors.  I want realism.  I want this
	film to tell the truth!  I've waited
	my whole life for this shot, and I'm
	not gonna blow it.

There's a KNOCK at the door.  Ed carries the phone on a long
cord and answers it.  Bela hurries in, smiling broadly.

		BELA
	Eddie, you got a new movie for me?!

		ED
	Yeah, it's gonna be a great picture!
	You'll love your character!
		(back into the phone)
	Bunny, Bela's here.  Look, hit the
	bars, work some parties, and get me
	transvestites!  I need transvestites!

Ed hangs up and resumes typing.  Bela is puzzled.

		BELA
	Eddie, what kind of movie is this?

		ED
	Well, It's about how people have two
	personalities.  The side they show
	to the world, and then the secret
	person they hide inside.

		BELA
		(delighted)
	Oh, like Jekyll and Hyde!  Ah, I've
	always wanted to play Jekyll and
	Hyde!  I'm looking forward to this
	production.

Ed stops typing.  He pours Bela a drink.

		ED
	Ehh, your part's a little different.
	You're like the God that looks down
	on all the characters, and oversees
	everything.

		BELA
	I don't understand.

		ED
	Well... you control everyone's fate.
	You're like the puppetmaster.

		BELA
		(getting it)
	Ah, so I pull the strings!

		ED
	Yeah.  You pull the strings --
		(he suddenly gets a look)
	"Pull the strings"... hey, that's
	pretty good!

Ed quickly starts typing again.

						CUT TO:

INT. ED'S APARTMENT - NIGHT

Ed and Dolores sit at a card table, finishing up dinner.  The
dogs eat scraps below them.

		ED
	Wipe off your hands.  I've got a
	little surprise for you...
		(he smiles nervously)
	I finished my script.

Ed anxiously pulls out a pile of pages.  Dolores looks in awe
at the cover: "'GLEN OR GLENDA' By Edward D. Wood, Jr""

		DOLORES
	Ed, I'm so proud!  I'll read it as
	soon as I get home.

		ED
		(apprehensive)
	Well, I'd really like to know what
	you think.  Why don't you go in the
	bedroom and take a look at it?  I'll
	Wait...

There's an uneasy moment between them.  She senses something
funny.  Dolores takes the script and goes into the bedroom.
The door closes.  Ed starts pacing...

						DISSOLVE TO:
INT. BEDROOM - LATER

Dolores reads the script.  She finishes the last page, then
looks up.  She is very shaken.

Dolores stands.  She grabs the door and opens it.

THROUGH THE DOORWAY

Ed stands somberly in drag.  He's in a pantsuit, heels, and
pink angora sweater.

Dolores is totally rattled.  She struggles for a response.

		DOLORES
	So that's where my sweater's been.

Ed silently nods.

		DOLORES
	How long have you been doing this?

		ED
	Since I was a kid.  My mom wanted a
	girl, so she used to dress me in
	girlie clothing.  It just kinda
	became a habit.

		DOLORES
	Jesus Christ!  And you never told me?

		ED
	This is my way of telling you --

		DOLORES
		(furious)
	What, by putting it in a fuckin'
	script, for everyone to see?!  What
	kind of sick mind would operate like
	that?

Ed is terribly hurt.  Dolores shakes tht script.

		DOLORES
	And what about this so-called
	"Barbara" character?  It's obviously
	ME!  I'm so embarrassed!  This is our
	life!

		ED
		(quiet)
	Of course it is.  And that's why you
	should play the part.

		DOLORES
	Oh!  You got nerve, buddy.

He calmly points at the script.

		ED
	It's a damn good role.

		DOLORES
	That's not the issue!!
		(she suddenly stops)
	Ugh!  How can you act so casual, when
	you're dressed like that?!

		ED
	It takes me comfortable.

		DOLORES
	Oh, just like in the script!

Ed smiles serenely.

		ED
	Exactly.
		(he takes her hand)
	So what do ya say?  Do you wanna
	break up... or do you wanna do the
	movie with me?

Dolores sighs.

				     CUT TO:

INT. SCREEN CLASSICS - DAY

The hallway is filled with eager TRANSVESTITES.  It's a very
festive atmosphere, and Bunny tries to create some order.

Inside the busy office, Paul types, and Conrad cranks a
mimeograph machine.

		CONRAD
	It's good to have a job.  Now I can
	get my phone reconnected.

In a corner, Georgie angrily waves the script at Ed.

		GEORGIE
	I thought this was gonna be a sex-
	change film!

		ED
		(defensive)
	There's still a sex-change --

		GEORGIE
	Yeah!  Five pages right before it
	ends!  The rest of the show is about
	some schmuck who likes angora
	sweaters.

		ED
	I don't think he's a schmuck.

		GEORGIE
	And what's with this new title?!  My
	poster says "I CHANGED MY SEX"!

		ED
	So change the poster.  Trust me,
	you'll be better off.  This is a
	story that's gonna grab people.
		(he goes into a pitch)
	It's about this guy.  He's crazy
	about this girl but he likes to
	wear dresses.  Should he tell her?
	Should he not tell her?  He's torn.
	George, this is DRAMA.

Georgie throws up his hands

		GEORGIE
	Fine, shoot whatever baloney you
	want!  I give up.  Just make sure
	it's seven reels long.

						CUT TO:

EXT. STREET - EARLY MORNING

We are on location for Ed's first film!  A SMALL CREW of a
dozen unpacks the camera and reflectors from their cars.  Ed's
voice rises above the hubbub.

		ED (O.S.)
	Excuse me, could I have everyone's
	attention?!  Could you gather around?
	I've got something to say.

The crew members put down their things and gather in a circle.
In the middle, we reveal Ed, in complete drag.  Dress, nylons,
pumps, lovely blonde wig... he's quite a sight.  Like an eager
Scoutmaster, he addresses his troops.

		ED
	Everybody, we're about to embark on
	quite a journey.  Four days of hard
	work... but when it's over, we'll
	have a picture that'll entertain,
	enlighten, and maybe even move
	millions of people.

A COUPLE GRIPS glance at each other.

		ED
	Now the only way we're gonna achieve
	all this is if we stay on schedule.
	Day one -- TODAY -- we'll start easy.
	We have eighteen silent scenes that
	can be shot quickly: Cars parking,
	Patrick's suicide, me strolling as
	a man, me strolling as a woman, etc.
		(beat)
	After lunch, we'll bring in the
	Inspector and the Doctor.  The Doctor
	is very important to the plot, so we
	might have to spend time on retakes.
	But it's worth it.  Scene totals for
	the first day is thirty-four.
		(he catches a breath)
	Day Two, we'll be a little busier --

Veteran CAMERAMAN BILL, an old guy with thick glasses, speaks.

		CAMERAMAN BILL
	Excuse me Eddie, I don't mean to
	interrupt... but I'm gettin' a little
	worried about those clouds.

He points up.  Everybody looks at the sky.  The clouds are
gray.

Ed nods in agreement.

		ED
	Good thinkin'.  We'll talk about Days
	Three and Four later.  Now let's get
	that first shot off!  It's Scene 17,
	Glenda looking in the window.

THE CREW

disperses.  Ed quickly runs in his heels over to the burly
make-up man, HARRY.

		ED
	Okay, do I need any touch-up?

		MAKE-UP MAN HARRY
	I'm telling ya, eyelashes are the way
	to go.

		ED
		(irritated)
	Harry, we've discussed this a million
	times.  I don't want to look like a
	girl.  I want to look like myself.

		MAKE-UP MAN MARRY
		(disgruntled)
	Fine.  Then you look beautiful.

Harry humorlessly powders Ed's nose.  Ed turns away and
suddenly SHOUTS into a giant megaphone.

		ED
	PLACES, EVERYONE!  ROLL CAMERA!

		CAMERAMAN BILL
		(nonchalant)
	Rolling.

WIDE

Ed chucks the megaphone and runs crazily past the camera and
behind a building.

		ED'S VOICE
	And -- ACTION!

A pause, and then Ed, in character as Glenda, calm and
dignified, steps out and walks down the sidewalk.

Ed stops at a store window.  He's totally in shadow.

A grip grimaces.  He TURNS ON a light

Ed lights up.  He looks in the window, admires a dress on
display, then silently walks out of frame.

A beat.  Ed SCREAMS.

		ED
	And, CUT!  PRINT IT!  LET'S MOVE ON!

		CAMERAMAN BILL
	Don't you want a second take, for
	protection?

		ED
		(exhilarated)
	What's to protect?  It was perfect!

Suddenly a police car turns the corner.

		CREW MEMBER
	Cops!

		ED
	We don't have a permit.  RUN!

Everyone grabs equipment and takes off.

						WIPE TO:

INT. LARCHMONT STUDIOS - DAY

The company is now shooting inside a dinky soundstage.  There
are dirty mattresses tacked on the walls.  They prep Bela's
set: A fishnet-draped armchair in front of a flat.  Ed is
perched high in his director's chair, back in men's clothes.

		ED
	The set doesn't look right!  It looks
	too... empty.  Clutter it up.  Put
	a skeleton in the corner.  And what's
	that thing over there?

		PAUL MARCO
	I don't know.

		ED
	Well it looks good.  Let's use it!

Georgie hurriedly strides over.  He holds the script.

		GEORGIE
	Ed!  What's with these revised
	pages?!  A scene in a smelting
	factory?  A buffalo stampede??
	Three-hundred soldiers storming Anzio
	Beach??!  What's going on here?  I
	can't afford to film this nonsense!

		ED
	Don't worry.  We're not gonna film
	any of it.

		GEORGIE
	Then how's it gonna get in the
	picture?!

		ED
	I know a guy in Universal's stock
	house -- he's giving me the footage
	for free.  This movie's gonna look
	like a million bucks.

Georgie nods.  Oh, okay.

		O.S. VOICE
	Mr. Lugosi has arrived!

Ed jumps excitedly.

		ED
	Oh my God!
		(he YELLS)
	Mr. Lugosi is here!  Now everyone,
	when he walks on the stage
		(nobody is listening; so Ed uses
		 his MEGAPHONE)
	Now everyone, when he walks on the
	stage, treat him normal.  I know Bela
	Lugosi is a world-famous star, and
	you're all a little excited, but
	we're professionals.  So if you treat
	him with respect, everything will be
	alright.

AT THE STAGE DOOR

The door swings open, and Bela strides in, looking dapper.  He
glances at the teensy stage, and his face falls imperceptibly.

Ed runs up, bounding with enthusiasm.

		ED
	Bela! It's so great to see you!
		(he glances at his watch)
	And eight o'clock on the dot.  Right
	on time!

		BELA
	I am always on time.

		ED
	Of course!  Well, we got a big day
	planned for you... First, we're gonna
	start off a little easy, with you in
	that armchair over there.  Then, once
	you're up to speed and cooking, we'll
	reset and bring out the laboratory
	equipment --

		BELA
		(he leans in and WHISPERS)
	Uh, Eddie, do you have my money?

		ED
	Huh?!  Oh yeah, of course.

Ed and Bela step over to a corner.

ACROSS THE ROOM

From a distance, Ed pulls a wad of money from his pocket and
peels off a few bills for Bela.  The crew watches, fascinated.

						WIPE TO:

LATER

Bela is seated in the ratty armchair on the set.  Harry does
his make-up.  Harry glances at Bela's arm, and it is full of
TRACK MARKS.  Harry grimaces, but doesn't say anything.

Conrad eagerly scurries up.

		CONRAD
	Mr. Lugosi, I know you're very busy,
	but could I have your autograph?

		BELA
		(cordial)
	Of course.

Conrad hands him a scrap of paper.  Bela signs it.

		CONRAD
	You know which movie of yours I love,
	Mr. Lugosi?  "The Invisible Ray."
	You were great as Karloff's sidekick.

Bela's face suddenly hardens.  He snaps.

		BELA
	"Sidekick"??  "KARLOFF"?!!

Bela insanely RIPS up the autograph.

		BELA
	Fuck you!!  Karloff doesn't deserve
	to smell my shit!  That limey
	cocksucker can rot in hell, for all
	I care!!!

WIDE

Ed panickedly runs up.

		ED
	What happened?!  Jesus, Connie, what
	did you do?

		CONRAD
		(upset, close to crying)
	Nothin'!  I told him he was great.

		BELA
	How dare that asshole bring up
	Karloff?!!  You think it takes talent
	to play Frankenstein?!  NO!  It's
	just make-up and grunting!  GRRR!
	GRRR!  GRRR!

Ed is frozen in fear.  He glances across the stage.

Georgie is flabbergasted.  He points urgently at his watch.

Ed nods.  He motions to Conrad: Get out of here.  Conrad runs
away.  Ed leans in to Bela.

		ED
	You're right, Bela.  Now Dracula,
	that's a part that takes acting.

		BELA
	Of course!  Dracula requires
	presence.  It's all in the voice, and
	the eyes, and the hand --

Bela waves his outstretched arm.  Ed tries to calm him.

		ED
	Look, you seem a little agitated.
	Do you maybe wanna take a little
	break, go for a nice walk... and then
	we'll come back and shoot the scene?

		BELA
	BULLSHIT!  I am ready now!  Roll the
	camera!!

The crew is baffled.  Ed shrugs at them.

		ED
	Um, okay... roll camera

		CAMERAMAN BILL
		(unsure)
	Rolling.

		ED
	Sound!

		SOUNDMAN
	Speed.

		CAMERA ASSISTANT
	Mark.  Scene Thirty-One.

The Assistant CLAPS the slate in front of Bela, then runs.

		ED
	And... action?

It's dead quiet.  Nobody knows what's about to happen.

WE MOVE IN TO BELA.  And... he suddenly assumes character.
Like the consumate pro he is.  Bela gets a wicked, sinister
leer, then starts intoning threateningly:

		BELA (as the SPIRIT)
	"Beware.  Beware!  Beware, of the big
	green dragon that sits on your
	doorstep.  He eats little boys!
	Puppy dog tails!  Big fat snails!
	Beware.  Take care.  Beware!"

CLOSEUP - ED

He is blown away.  He quietly mumbles in amazement.

		ED
	Brilliant.

						WIPE TO:

INT. STAGE - NEXT DAY

Dolores studies her script, as the crew lights a flimsy kitchen
set.  Ed strolls past, nonchalantly removing a ladies' wig and
earrings.  She stares in disbelief.

		DOLORES
	How can you just walk around like
	that, in front of all these people?

		ED
	Hon', nobody's bothered but you.
		(he gestures)
	Look around -- they couldn't care
	less.

		DOLORES
	Ed, this isn't the real world!
	You've surrounded yourself with
	WEIRDOS!

		ED
	Say it a little louder.  I don't
	think Bela heard you in his trailer.

Dolores quiets down.  She feels bad.

		ED
	Dolores.  I need your help...

						WIPE TO:

FILMING IN PROGRESS - LATER

A scene is being shot, on camera.  Ed (as Glen) and Dolores (as
Barbara) stare into each other's eyes.  He's dressed normal,
and she wears a fuzzy angora sweater.

		ED (as GLEN)
	"My mind's in a muddle.  I thought
	I could stop wearing these things.
	I tried, honestly I tried..."

		DOLORES (as BARBARA)
		(tentative)
	"Glen, I don't fully understand this.
	But maybe together -- we can work it
	out."

She stands up, dramatically takes off her angora sweater, and
gives it to Ed.

He holds it meaningfully, then smiles proudly.

		ED
	Music swells... and CUT and PRINT IT!

Ed and Dolores hug.

						CUT TO:

INT. EDITING ROOM - DAY

On a MOVIOLA, we see the black-and-white image of Dolores
taking off her angora and giving it to Ed.

WE PULL OUT.  Ed and Georgie are hunched over, watching the
movie.  Ed smiles proudly.

		ED
	And we fade out.  "The End."
		(the film runs out)
	What do you think?

Georgie peers at his watch.  He shakes his bead.

		GEORGIE
	I think it's fifty-seven minutes
	long.

		ED
	Yeah?  Whatever.  So did you like it?

		GEORGIE
		(like a lecturing teacher)
	Ed, what was the one thing I asked
	you to do?  Make it seven reels long.
	I've got contracts with my
	exhibitors.  If it ain't over an
	hour, they won't play it.

		ED
	Gee, I used every frame of film we
	shot.  Maybe they won't notice.

		GEORGIE
	They'll notice.
		(beat)
	Look, why don't you let me take over
	from here?  I can do a few tricks:
	Pad it out with more stock footage,
	add establishing shots...

		ED
	Um, I guess --

		GEORGIE
	Good.  And one more thing.  I think
	your "Written, Directed, and Starring
	Ed Wood" credit is a bad idea.

		ED
	Why?!  I did all those things!  Hell,
	I even built the props.

		GEORGIE
	And you did a bang-up job, too.  But
	you don't want other producers to
	know that's you in drag.  Trust me.
	It's a career killer.

Ed is quite upset.

		ED
	But I'm proud.  I wrote, directed,
	and starred in it just like Orson
	Welles in "Citizen Kane"!

		GEORGIE
	Yeah??  Well Orson Welles didn't
	wear angora sweaters, did he??!

Ed is beaten.

						CUT TO:

INT. SCREENING ROOM - NIGHT

It's the cast and crew screening!  The eager two-dozen people
are packed into a tiny screening room.

The lights dim, and the movie starts.  A LIBRARY MUSIC fanfare,
and then: "Bela Lugosi in GLEN OR GLENDA"

Everyone APPLAUDS excitedly.  Bela smiles.

Credits continue: "Featuring Daniel Davis and Dolores Fuller"

The audience is audibly baffled.  Bunny BLURTS out.

		BUNNY
	Daniel Who?!

Dolores leans in to Ed.

		DOLORES
	Ed, who is Daniel Davis?

		ED
		(sour)
	Some weirdo who likes to wear
	dresses.

						DISSOLVE TO:

LATER IN THE MOVIE

ON-SCREEN, Dolores looks tenderly at Ed.

		DOLORES (on screen)
	"Glen.  Is it another woman?"

Ed as Glen nervously ponders his response.

But suddenly -- MUSIC THUNDERS in.  The movie cuts to buffalo
stampeding.  Bela's angry face is superimposed over this.

		BELA (on screen)
	"Pull the string!  Pull the string!"

IN THE AUDIENCE

People are impressed by this technique.  Bela nods in approval.

ON-SCREEN

Out of nowhere, CHEAP JAZZ MUSIC starts, and the movie abruptly
cuts to SLEAZY STAG PARTY-STYLE FOOTAGE!  A bare-chested man
whips a bound woman!  A woman dominates another tied to a large
stick!  A brunette violently rips off her dress and does a
hoochie-coochie dance!

IN THE AUDIENCE

The crowd is stunned.

		CAMERAMAN BILL
	I didn't shoot that!

Ed looks back at Georgie, who's wearing a big satisfied grin.

		ED
	Georgie, what's with the stag
	footage??  You said you were cutting
	in establishing shots!

		GEORGIE
	I did.  I established some tits and
	ass.

Ed rolls his eyes.  He turns back to the movie.

INT. PARTY - LATER THAT NIGHT

Everybody is CELEBRATING, with a raucous party.  People are
boozing it up.  BIG BAND MUSIC plays.  Ed dances with Dolores.
Paul smokes a joint.  Conrad falls over a table and breaks a
lamp.  Bela dances happily with a cute young REDHEAD.

		BELA
	Wasn't I something..?  Did you see
	how I command the screen?!

Ed's giddy buddies stumble over with foaming glasses of beer.

		BUNNY
	Ed, it was superb.

		CONRAD
	A great show!  A little strange...
	but great -- especially my scenes.

		ED
	Just like I always promised.  Now
	you're among the immortals.  You're
	movie stars.

		PAUL MARCO
		(he raises his glass)
	Here's to Ed.  For making us into
	something.

It's a warm moment.  They all CLINK their glasses.

Dolores kisses Ed.

						CUT TO:

EXT. BUNGALOW HOUSE - DAY

We're outside a cute little Spanish bungalow house.  Ed and
Dolores are moving in.  They lug furniture from a rented truck.

		ED
	From today on, our lives are
	different!  We'll be swimming laps
	in the same pool Jean Harlow did.

		DOLORES
	I don't know.  It's so much money...

		ED
	Who cares?!  We're on a ROLL!  These
	are the moments in life you're
	supposed to grab.

		DOLORES
	But Ed, we're not even married.  And
	you don't have a job.

		ED
	But you do!  And anyway, I've got
	tons of new scripts.  And now that
	I have a track record, studios are
	bound to hire me!

She just stares.  Ed shrugs, semi-reassuringly.

		ED
	Look on the bright side.  If we miss
	the rent, what's the worst they can
	do?

		DOLORES
	Toss us out on our ass.

		ED
	Exactly.

INT. BUNGALOW - DAY

The house is moved in.  Ed's unkempt dogs run about.  Pumped-up
Ed sits on the bed typing fiendishly fast while wearing an
angora sweater.  A cigarette dangles from his mouth, and a
bottle of booze lays in his lap.  Bela sits quietly nearby.

		ED
	How 'bout a western?  People love
	westerns.

		BELA
	But, I don't like horses.  Do I have
	to get on one?

		ED
	Eh, forget it.  What else is big?
		(his face lights up)
	Teenagers!  Jailbait pics!  Yeah...
	You got the juvenile delinquent, his
	girlfriend from the wrong side of the
	tracks --

		BELA
	Who do I play?

		ED
	Uh, a cop.  NO!  You play the father.
	He's angry!  He doesn't like seeing
	his son -- no -- he doesn't like
	seeing his daughter behave this way!

		BELA
		(cautious, not to offend)
	Well... can't I play the romantic
	part?  I'm tired of always being the
	bad guy.  You know, back in Hungary,
	I played Romeo!  I would like to be
	the lover again -- me, in a boat,
	with the girl...

Ed considers this.

		ED
	Sure.  Romance, that's great!  To
	engineer your comeback, we're gonna
	need a whole slate of pictures.  Once
	"Glen Or Glenda" takes off, we'll
	slam you into one, then another, then
	another!

		BELA
		(he smiles)
	That's good.  I could use the money.

		ED
	But we need to start off with a bang!
	Something we know the audience will
	want to see.  Mmm.  What was your
	biggest hit?

		BELA
		(he thinks)
	Hmm... my biggest hit?  That would
	probably be "Dracula."

		ED
	Of course!

Ed crabs a pen and excitedly scrawls out the word "DRACULA."
Bela frowns.

		BELA
	Those bastards at Universal.  I made
	so much money for them, and now I
	can't get the time of day.

		ED
	So let's make another "Dracula."
	Let's make "The Return of Dracula"!

		BELA
	We can't.  Those sons-a-bitches
	control the rights.

		ED
	They do?  Shoot.  There must be a
	way to get around that...

Ed's mind is working.  He holds out the paper and stares at
it.  Suddenly, he grins.  He grabs the pen and makes a period
after the "DR."  It now says "DR.ACULA"

		ED
	Ha-ha!  Dr. Acula!

		BELA
	Dracula?

		ED
	No!  Doctor Acula!  You can still
	wear the cape, have the fangs...
	but you're a doctor!  Not a count.

		BELA
	Ah!  This is very exciting.

		ED
		(inspired)
	I gotta type this up, while it's
	still fresh!

Ed rips the paper from his typewriter, puts in a blank page,
and starts typing.

						CUT TO:

EXT. MOVIE STUDIO GATE - DAY

We're outside the imposing gates of MGM.  The lion logo is
overhead.  Ed drives up in his dirty Nash Rambler convertible.
He wears his nicest suit.  Ed peers nervously at the GUARD.

		ED
	Excuse me, I'm here to see Mr.
	Feldman.

The Guard stares suspiciously at Ed.  His filthy car is leaking
oil.

		GUARD
	What's your name?

		ED
	Edward D. Wood, Junior.

The man frowns.  He looks through his files -- then finds a
parking slip with Ed's name.  He is surprised.

		GUARD
	Oh.  Eh, he's in the Executive
	Building.  You can park in the
	reserved section.

Ed smiles.

INT. EXECUTIVE WAITING ROOM - DAY

The room is very posh, with fancy paneling and marble floors.
Ed sits nervously under posters for "GRAND HOTEL" and "QUO
VADIS."  Film cans labled "Glen Or Glenda" rest in his lap.

		SECRETARY
	Sir, Mr. Feldman will see you now.

She hits an electric button.  A large oak door swings open.

INT. OFFICE

Behind a giant desk is MR. FELDMAN, a glib, thin over-
caffeinated man.  He jumps up, smiling.

		MR. FELDMAN
	Mr. Ward, it's a delight to meet you.

		ED
		(shaking his hand)
	It's Wood.  Ed Wood.

		MR. FELDMAN
	Wood?  Ward?  Wood.
		(puzzled, he glances at his
		 appointment book)
	Hey, what do you know.  It is Wood.
	Dang secretaries, you can never get
	a good one.  Right?

Ed shrugs.  Feldman grins.

		MR. FELDMAN
	So what are you bringing me?  Looks
	like you got some film cans.

		ED
	Well, Mr. Feldman, some people have
	resumes to show.  I've got my own
	movie.

		MR. FELDMAN
	Really?!  Well good for you.

		ED
	I just made this picture, over at
	Screen Classics.  It opens next week.

		MR. FELDMAN
	Screen Classics?  Hmm, don't know
	them.

		ED
	Nobody in town has seen it, so I'm
	givin' you first crack at my talents.

		MR. FELDMAN
	I can't wait to take a look.
		(he claps his hands)
	So what's up next?

Ed leans in.

		ED
	Well, Mr. Feldman, I don't believe
	in thinking small.  So I've got a
	whole slate of pictures for you: "The
	Vampire's Tomb," "The Ghoul Goes
	West"... and "Doctor Acula"!

		MR. FELDMAN
	Doctor Acula?  I don't get it.

		ED
	Dr. Acula!

Ed writes it out, "DR. ACULA," then waves it in Feldman's face.
Feldman nods.

		MR. FELDMAN
	Oh, "Dr. Acula."  I get it.
		(beat)
	I don't like it.

		ED
	But Bela Lugosi's in it!

		MR. FELDMAN
	Lugosi's washed-up.  What else you
	got?

Ed grimaces.  Lugosi was 90% of his pitch.  He vamps.

		ED
	Well... I've got another project I
	wasn't gonna tell you about.
	Lugosi's in it, but he's got a
	smaller part.  The lead is an
	ingenue, a sterling young actress
	named Dolores Fuller.  The title is
	"Bride Of The Atom."

		MR. FELDMAN
	Ah!  Atomic Age stuff, huh?  I like
	it.
		(he smiles)
	I'll tell you what, Mr. Ward.  Why
	don't you leave those film cans, and
	my associates and I will take a look
	at your little opus.  Maybe we can
	do business together.

Ed is elated.

INT. STUDIO SCREENING ROOM - DAY

Feldman and his fellow SMARMY EXECUTIVES sit in a plush
screening room.  They are viewing "Glen Or Glenda."

ON-SCREEN, Ed is in drag.  A SOLEMN NARRATOR within the movie
speaks:

		SOLEMN NARRATOR (V.O.)
	"Give this man satin undies, a dress,
	and a sweater... and he's the
	happiest man in the world.  He can
	work better, think better, even play
	better -- and be more of a credit to
	his community and his government."

ANGLE ON THE EXECUTIVES

They are stupefied.  Yikes!

		EXECUTIVE #1
	What the hell is this?!

		EXECUTIVE #2
	Is this an actual movie?!

		EXECUTIVE #1
	It can't be.

		EXECUTIVE #2
	It's fuckin' ridiculous!

Feldman squints at the screen.

		FELDMAN
	Wait a minute.  That guy in the dress
	-- he's the one I met with today!
	This must be a big PUT-ON!
		(he CHUCKLES)
	It's probably another one of Billy
	Wellman's practical jokes!

Everybody suddenly starts HOWLING with laughter.

						CUT TO:

EXT. NEWSSTAND - DAY

Ed zooms up and chipperly jumps from his car.  He buys a "Los
Angeles Herald-Express," eagerly opens it to the entertainment
pages... and then gets a confused look.  Ed quickly starts
rifling through the pages -- something is wrong.

EXT. PHONE BOOTH - DAY

Ed angrily shouts into the phone.

		ED
	Georgie, what happened?!  I thought
	"Glen Or Glenda" was opening next
	week!  Where's the ads?

An OLD-FASHIONED SPLIT SCREEN of Georgie on the phone appears.

		GEORGIE
		(pissed-off)
	"Where's the ads"?!  The ads are in
	Alabama, Indiana, and Missouri!  You
	schmuck, it ain't gonna play L.A.!

		ED
	Why not??

		GEORGIE
	Because I can't sell it to save my
	life!  You made a goddamn feathered
	fish.  Is it an art film, a horror
	show, a hygiene flick?  Nobody knows!
	I'm beggin' people to book it.

		ED
		(insulted)
	Maybe it needs special handling.

		GEORGIE
	Screw you, Wood!  I even sunk more
	money into different titles:
	"Transvestite" "He Or She?" "I Led
	Two Lives"... It DOESN'T MATTER!
	Nobody wants to see the piece of
	shit.

		ED
	You can't talk that way about my
	movie.

		GEORGIE
	"Your movie"?!  I wish it was your
	movie!  I wish I hadn't blown every
	dime I ever made into this stinkbomb.
	If I ever see you again, I'll kill
	you!!!

Georgie SLAMS down the phone.  His split screen WIPES off,
leaving Ed standing alone.

Ed stares at the phone, then quietly hangs it up.

						CUT TO:

INT. OLYMPIC AUDITORIUM - NIGHT

WHAM!  A WRESTLER throws another WRESTLER at the mat.  The
crowd CHEERS raucously.  We're at the Saturday Night Wrestling
Matches!

In the stands are Ed, Dolores, Bunny, and Bunny's new YOUNG
MALE "FRIEND."  Seated around them are hollering truckers and
ex-Marines.  Bunny giggles and nudges gloomy Ed.

		BUNNY
	So guess where I'm going next
	weekend?

		ED
	I don't know.  Where?

		BUNNY
	Mexico!  And guess what I'm going to
	do there?!

		ED
		(not enjoying this game)
	I dunno.  Lie on the beach?

		BUNNY
	WRONG!  I'm getting my first series
	of hormone shots!  And once those
	babies kick in, they're gonna remove
	my organs, and MAKE ME A WOMAN!

Ed is astonished.

		ED
	Jesus!  Are you serious?

		BUNNY
	Yes!  I've dreamed of it for years,
	but your movie made me realize I've
	got to take action.  GOODBYE, PENIS!

The truckers nearby stare.  Dolores covers her face.

		DOLORES
	Ssh!  Will you keep it down?

The crowd suddenly ROARS and jumps up.  A favorite wrestler has
entered the ring, massive TOR JOHNSON, 50.  Tor is an
incredible sight: A bald, lumbering behemoth.

		RING ANNOUNCER (amplified)
	Now entering the ring, in the gold
	trunks, 350 bone-crunching pounds of
	pure strength, the "Swedish Angel"...
	Tor Johnson!!!

The crowd goes apeshit.  The stands are going to collapse from
the SHOUTING.

Ed's eyes are the size of saucers.

		ED
	My God, look at that guy.  He's a
	mountain!

The bell RINGS.  Tor quickly grabs his OPPONENT, a man in a
blue mask, and throws him at the ground.  Then Tor jumps onto
his stomach, easily picks him up, and heaves him at the ropes.

People CHEER.  Ed is flabbergasted.

		ED
	I've never seen anything like him!

		BUNNY
	And once I'm a woman, Jean-Claude and
	I are getting married --

		ED
		(eyes glued to the ring)
	Ssh!  He's so big!  He's a monster!
	Can you imagine what that guy would
	be like in a movie?

ON TOR

He screams maniacally in Swedish.  Tor lifts the Opponent over
his head and tosses him into the stands.  Three rows of chairs
get knocked over.

						CUT TO:

EXT. WRESTLER'S BAR - NIGHT

A tiny miniature European car pulls up.  Tor Johnson is
squeezed inside -- ludicrously oversized for this vehicle.  Tor
carefully wedges himself out and enters the bar.

INT. WRESTLER'S BAR - SAME TIME

This rowdy bar is packed with burly WRESTLERS.  Tor walks in,
and men cheerily yell out: "Hey, Tor!" "Hi, Tor!"  Tor grins.
In person, he actually seems a jolly, outgoing fellow.

Ed waves from the corner

		ED
	Mr. Johnson, over here!

Tor smiles and lumbers over

		ED
	Glad you could fit me in your
	schedule.

		TOR
		(in a hoarse SWEDISH ACCENT)
	Da pleasure be mine.

They shake hands.  Ed's hands look like a baby's in Tor's giant
mitts.

Tor tries to sit in the booth.  But he can't fit.

		TOR
	Could we moovf to table?

		ED
	Oh, of course!

Ed jumps up.  They move to a large table.  Now Tor is happy.
He starts shoveling beer nuts into his mouth.

		ED
	So, Mr. Johnson --

		TOR
	Tor!

		ED
	Tor.  Have you ever thought about
	becoming an actor?

		TOR
		(he CHUCKLES)
	Mm, not good-lookink enough.

		ED
	I think you're quite handsome.

		TOR
	No.  With hair, yah.  But I must
	shave head for wrestlink.  It scare
	da crowds.  Dey like that.

Ed smiles.

		ED
	Well, I think you'd be a sensation
	in pictures.

		TOR
	But what bout accent?  Some people
	tink I haf too much accent.

		ED
	Nah, that doesn't matter!  It's a
	visual medium.

A WAITRESS saunters over.

		WAITRESS
	Tor, what can I get ya?

		TOR
	I'll haf eight beers.

		WAITRESS
		(nonchalant, to Ed)
	And you?

		ED
	Uhh, I'll have just one.

She walks off.  Tor shakes the now-empty nut bowl.

		TOR
	And more nuts!

Ed tries to grab Tor's attention.

		ED
	So anyway, I've got this new script,
	"Bride Of The Atom," and there's a
	part you're ideal for: "Lobo."  He's
	tough.  A brute.  But he has a heart
	-- and at the end he saves the girl.

		TOR
		(he laughs merrily)
	I like.  When do movie shoot?

		ED
	Hopefully, very soon.  I'm just
	awaiting the final okay from Mr.
	Feldman at MGM.

						CUT TO:

INT. ED'S BEDROOM - LATE NIGHT

Ed and Dolores are asleep.  Suddenly the phone RINGS.  Ed
fumbles for it and groggily answers.

		ED
	Wood Productions...

We hear Bela's weak VOICE.

		BELA (on phone)
	Eddie... help me...

		ED
	Bela?

		BELA (on phone)
	Eddie... please come over --

CLICK.  The phone hangs up.  Ed is very alarmed.

EXT. BELA'S HOUSE - LATE NIGHT

The wind is blowing.  Ed's Nash roars up, and he jumps out, a
coat over his pajamas.  He runs up and POUNDS on Bela's door.

		ED
	Bela?!

Ed tries the door. It's unlocked.

INT. BELA'S HOUSE - SAME TIME

Ed steps into the dark room, and is stunned by what he sees:
Bela is slumped on the floor, pasty white, eyes glazed.  A
rubber tube is tied on his arm, and a HYPODERMIC NEEDLE lies
next to him.

The dogs crouch behind him, whimpering, despondent,
Bela looks up through half-opened eyes.

		BELA
	Eddie... my friend.

Aghast, Ed runs over.

		ED
	Bela, what happened?!

		BELA
	I didn't feel well...

		ED
	Let me take you to the hospital.

		BELA
	No hospital.  Just take me to the
	couch...

Ed nods.  He picks up the old man and carries him across the
room to the couch.  The large portrait of Bela, young and
robust, peers down.

		ED
	Should I call a doctor?

		BELA
	Nah.  This happens all the time...

Ed puts a pillow under Bela's head.

		ED
	Is there anything I can get you?
	Water?  A blanket?

		BELA
	Goulash.

		ED
		(distressed)
	I don't know how to make goulash.

Ed sits next to him.  An awkward pause.

		ED
	What's in the needle?

		BELA
	Morphine, with a demerol chaser.
		(he starts crying)
	Eddie, I'm so broke.  I don't know
	what I'm gonna do...

		 ED
	Don't worry.  I'll do something.

						CUT TO:

EXT. MOVIE STUDIO GATE - MORNING

Ed stands outside MGM, talking into a phone at the guard gate.

		ED (on phone)
	Mr. Feldman!  I haven't been able to
	get through, so I just showed up.
	Yeah, out front!  So, are we gonna
	be working together?
		(his face slowly falls)
	Really?  Worst film you ever saw...?
		(beat)
	Well, my next one will be better.
		(beat)
	Hello?

INT. ED'S HOUSE - DAY

Dolores tries to cheer up gloomy Ed.  He's wearing angora.

		ED
	I'm no good.

		DOLORES
	Ed, it's just one man's opinion!

		ED
	Bela needs a job... I can't even get
	a film going...
		(listless)
	But of course I can't -- I made the
	worst movie of all time.

		DOLORES
	That's ridiculous.

Ed sighs.

		ED
	All I wanna do is tell stories.  The
	things I find interesting...

		DOLORES
	Well maybe you're not studio kind of
	material.  Maybe you just need to
	raise the money yourself.

Ed looks up.

INT. BANK - DAY

Ed sits opposite a LOAN OFFICER.

		ED
	The movie is called "Bride Of The
	Atom"...

INT. DENTIST'S OFFICE - DAY

Ed continues, pitching to three DENTISTS in white coats.

		ED
	...It will star Bela Lugosi.  Each
	of you would put up $20,000...

EXT. PHONE BOOTH - DAY

Ed stands at a busy intersection.  He YELLS into a phone.

		ED
	Yes, that's right.  The Bela Lugosi.
	He's still alive.
		(beat)
	Huh?  Is he available Friday night?
	Gee, I suppose so... Why?

						     cut TO:

INT. TV STUDIO - NIGHT

We're backstage at a '5Os variety show.  It's exciting live TV:
Showgirls, techies, and cast members dart about in a state of
hyped-up tumult.

INT. DRESSING ROOM - SAME TIME

Bela and Ed sit in his dressing room, running lines.  Bela is
in his Count outfit: Cape, jet black hair, red lips, etc.  They
both read off SCRIPTS.

		BELA
	"Greetings.  I am the Count."

		ED
	"Greetings.  I am Slick
	Slomopavitz, Seeker of Adventure."
	Audience laughs.  Applause.  "Say,
	that's a funny place to sleep."

		BELA
	"It is my home."

		ED
	"Oh, tract housing, huh?"  Laugh.
	"You need a new real estate agent."

		BELA
	"Beg to differ.  This casket
	incarpratates, er, inporporates --"

Ed interrupts.

		ED
	No Bela, that's "incorporates."  Look,
	just say "This casket has..."

		BELA
		(upset)
	Ach!  How do they expect a Hungarian
	to pronounce this dialogue?  This
	live television is madness!

An ASSISTANT knocks and sticks her head in.

		ASSISTANT
	Five minutes, Mr. Lugosi.

INT. BACKSTAGE - MINUTES LATER

Ed and Bela stand in the wings.  Onstage is the SHOW HOST, a
cheesy comedian.  He is doing a routine with Criswell, the
famed psychic who opened this movie.  Criswell wears a tux and
a turban and is acting mysterious.

		HOST
	And then what's gonna happen?

		CRISWELL
	In 1960, the automobile will have
	retractable wings, so it can fly.

		HOST
	Sounds like a heck of a way to beat
	traffic.

Audience LAUGHS.  Criswell rubs his temples enigmatically.

		CRISWELL
	By 1970, Man will have colonized
	Mars.  Millions of people will live
	there.

Ed is mesmerized.

		ED
	Wow!  Ain't that something.

INT. STUDIO - LATER

We're out in the audience.  The curtain rises on a SPOOKY SET:
Shadows, cobwebs, and a coffin in the center.  The Host walks
onstage, to huge APPLAUSE.  He's playing his "Slick" character,
a befuddled moron in a funny hat.  The Host shines a flashlight
around, and then the coffin opens.  Bela sits up.  There's more
APPLAUSE.

		BELA
	Greetings.  I am the Count.

		HOST
	Greetings.  I am Slick Slomopavitz,
	Seeker of Adventure.

The audience LAUGHS.  Then APPLAUSE.

		HOST
	Say, that's a funny place to sleep.

		BELA
	It is my home.

		HOST
	Oh, tract housing, huh?
		(he starts AD-LIBBING)
	I guess I shouldn't complain about
	my duplex in Burbank.  What a dump.
	Some places have a Murphy bed, this
	place has a Murphy shower.  I still
	don't know where to hang the towels!

The audience HOWLS with laughter.  Bela is totally lost.  He
seems incredibly confused.

		BELA
	Uh, beg to differ.

		HOST
	"Beg to differ?!"  Hey, I'm talkin'
	about my duplex in Burbank!

		BELA
		(terrified, groping)
	Uh, Greetings.  I am the Count...

BACKSTAGE

Ed covers his face in embarrassment.

						CUT TO:

INT. STUDIO HALLWAY - LATER

The Host angrily storms past.

		HOST
	I told you we should've gotten
	Karloff.

He exits.  A door opens, and Ed and Bela quietly step out.

		ED
	Bela, don't worry.  You're better
	than all this crap.

		BELA
		(distraught)
	I never said I could ad-lib...

		ED
	Forget about it.  We'll make our new
	movie, and you'll be a star again.

They shuffle away... until Criswell and his snazzy ENTOURAGE
burst around a corner.  Even in person, Criswell is ethereal
and quite self-important.  He is delighted to see Bela.

		CRISWELL
	Mr. Lugosi!  It is an unparalleled
	privilege to meet you.  Allow me to
	introduce myself... I am CRISWELL!

		BELA
		(morose)
	It's a pleasure...

		CRISWELL
	Ah, cheer up!   Don't lose heart over
	what happened tonight.
		(he points at his temple)
	I predict that your next project will
	be an outstanding success!

		ED
	Wow.

		CRISWELL
	And who may you be?

		ED
	Edward Wood, Sir.

		CRISWELL
	Ah.  The director of "Glen Or
	Glenda."

		ED
		(startled)
	H-how'd you know?!

		CRISWELL
	I'm Criswell.  I know all.

Criswell winks.

						CUT TO:

INT. MOCAMBO ROOM - NIGHT

Latin horns blast onstage of this hopping '5Os nightclub.
Cigarette girls roam about.  Seated at a front table is Ed,
Bela, and Criswell's group.  Everyone's plastered and laughing.
Criswell shouts above the din at a WAITER.

		CRISWELL
	Bring me two more Beefeater martinis.
	Eddie will have another whiskey,
	Dagmar's a Rum-and-coke, Moustapha
	and King are chablis -- hey Bela,
	would you like a wine?

		BELA
	No.  I never drink -- wine.

The whole table CRACKS UP.  Bela cheers up.  Ed turns to
Criswell.

		ED
	Hey Cris, how'd you know we'd be
	living on Mars by 1970?  How'd you
	know it wouldn't be 1975, or even
	1980?

		CRISWELL
	I guessed.

		ED
	I don't understand.

		CRISWELL
	I made it up.  It's horseshit!

Ed's jaw drops.

		CRISWELL
	There's no such thing as a psychic.
	People believe my folderol because
	I wear a turban and a black tuxedo.

		ED
	It's that easy?

		CRISWELL
	Eddie, we're in show biz!  It's all
	about razzle-dazzle.  Appearances.
	If you dress nice and talk well,
	people will swallow anything.

Criswell smiles knowingly.  Ed nods at this profound wisdom.

						CUT TO:

EXT. BROWN DERBY - NIGHT

We're outside the legendary hat-shaped restaurant.  A large
Eldorado pulls up, and a CONSERVATIVE MAN and his PLUMP WIFE
step out and approach the DOORMAN.

		CONSERVATIVE MAN
	Excuse me.  We're here for the Wood
	party.

		DOORMAN
	Ah, that would be in the Venetian
	Room, sir.

The couple raise their eyebrows.  They're impressed.

INT. BROWN DERBY - NIGHT

A large banner says "BRIDE OF THE ATOM - NEXT YEAR'S SMASH
HIT!"

In a private back room, Ed is throwing a LAVISH BACKERS PARTY.
All his riff-raff friends are dressed in tuxedos and gowns,
strutting about with flutes of champagne like they're extras
in "The Great Gatsby."

Bewildered POTENTIAL BACKERS wander around.  Ed shmoozes them.

		ED
	We're gonna have the most terrifying
	monster ever seen on film!  A ghastly
	creature created from an atomic
	mutation!

		BACKER'S WIFE
	I don't like scary movies.  I go more
	for ones with love stories.

		ED
		(without dropping a beat)
	Well that's what this movie is...
	a heartbreaking romance!  It's about
	a young reporter, Janet Lawton, in
	love with a young cop, Dick Craig.

ACROSS THE ROOM

Conrad and Paul sit in a corner.  Conrad has a shoe off and is
scratching his foot.  Ed alarmedly runs over.

		ED
	What do you think you're doin'?!

		CONRAD
	These shoes are itchy.

		ED
	You can't sit!  You gotta walk
	around, with good posture.  You want
	these people to think we have class.
	Otherwise they'll never invest in our
	movie.

ACROSS THE PARTY

Two AMAZED BACKERS have their hands around Tor's giant arm.

		AMAZED BACKER
	Bernie, get a load of this guy!

		TOR
		(proud of his size)
	Biceps 22! Chest 62! Stomach 54!

		AMAZED BACKER
	Whew!  You're quite a specimen.
		(beat)
	And you're gonna be in the picture?

		TOR
	Yes.  I play Lobo!

ACROSS THE ROOM

An excited HICK BACKER shakes Bela's hand.

		HICK BACKER
	Mr. Lugosi, I can't believe I'm
	meeting you in person.  This is one
	of the most exciting moments of my
	life.

		BELA
	Thank you.  And you are?

		HICK BACKER
	Charlie Johnson!  I manufacture
	toothpaste tubes.

ACROSS THE PARTY

Criswell struts in the b.g., talking to someone.

		CRISWELL
	I predict "Bride Of The Atom" will
	be the biggest moneymaker of all
	time!

In the f.g., Ed introduces Dolores to a SOUTHERN BACKER.

		ED
	And this is lovely starlet Dolores
	Fuller, who will play Janet Lawton.

		SOUTHERN BACKER
	And how much will this picture cost?

		ED
	In a normal studio it would be
	half-a-million, with all their
	wasteful overhead and fancy offices.
	But because we're more efficient, we
	can bring it in for seventy grand!

		SOUTHERN BACKER
	Hmm.  Well I'll consider it...

EXT. BROWN DERBY - LATER THAT NIGHT

Ed and his buddies wave goodbye to the departing backers.

		ED
	Goodbye!  Goodbye!

		BELA
		(to Ed)
	So how'd we do?

		ED
		(faking a big smile, but SOTTO
		 VOCE to Bela)
	We didn't make a dime.

IN THE PARKING LOT

A VALET hands the car keys to the Conservative Backer.

		VALET
	That's twenty-five cents, sir.

The man glances at his Wife. She shrugs.

		WIFE
	I gave all my money to the
	babysitter.

The man grimaces.  He checks his pockets, pulls out a handful
of PENNIES, and counts them out...

						CUT TO:

EXT. ED AND DOLORES'S BACKYARD - DAY

Ed sits in a chaise lounge by the pool, studying papers and
drinking shots of whiskey.  He's in a woman's pantsuit and
fuzzy slippers.  Dolores marches out.

		DOLORES
	Ed, the landlord called again.  He
	wants his money.

		ED
	Tell him "Bride" is in pre-
	production.

		DOLORES
	Ed, the landlord doesn't care.

		ED
	That's the problem!  Nobody cares
	about my movie!  I'm tryin' so hard,
	I don't know what else to do!

		DOLORES
	Don't get angry at me.  Maybe you
	just need a day job.

		ED
		(upset)
	Dolores, don't you understand?  I'm
	a director now!  I made "Glen Or
	Glenda."  Directing is my day job.

		DOLORES
		(irate)
	All I know is, ever since "Glen Or
	Glenda," all you do is booze it up
	and wear my clothes!

Suddenly Paul hesitantly steps through the back gate.

		PAUL MARCO
	Uh, yoo-hoo.  Excuse me!  Sorry to
	interrupt, but I got some big news.

		ED
		(dour)
	Yeah...?

		PAUL MARCO
	Well my cousin Fred met this dame
	from back East.  She's from "old
	money," and he thinks she's loaded.
	And here's the kicker: She's very
	interested in the picture business!

ANGLE - ED

He slowly smiles. It's like sun breaking through rain clouds.

						CUT TO:

EXT. RESTAURANT PATIO - DAY

We're at a fancy outdoor brunch.  Ed is shaking hands with
pretty LORETTA KING, 25, a pale brunette in a classy dress.

		LORETTA
	Pleased to meet you.  I'm Loretta
	King.

		ED
	I understand you just moved here?

		LORETTA
	Yes.  Hollywood is oh so exciting.

A WAITER walks over, with a water pitcher.

		WAITER
	Water, Ma'am?

		LORETTA
		(suddenly freaking out)
	No!  No water!  NO LIQUIDS!  I'm
	terribly allergic to them!

The waiter is bewildered.  He hurries away.  Ed leans in.

		ED
	So my associate Mr. Marco tells me
	you may be interested in investing
	in a motion picture.

		LORETTA
	Perhaps a small amount of money.
		(she smiles)
	How much do one of your motion
	pictures cost?

		ED
	For this one, we need $60,000.

		LORETTA
	That's all??  That seems very
	reasonable for an entire picture.

Ed perks up.  She's a live one!

Ed pulls a script from his briefcase and hands it to her.

		ED
	Perhaps you'd like to look at the
	photoplay.

		LORETTA
	Oh my, this is very interesting.
		(she skims the pages)
	Say... do you think it would be
	possible for me to maybe play one of
	these parts?

		ED
		(very enthused)
	Oh, of course!!  There's a couple
	characters you'd be perfect for: The
	secretary at the newspaper office,
	or the file clerk!

		LORETTA
	Hmm.  Those sound kind of small.
		(stopping at a page)
	Oh, here's one that looks good: Janet
	Lawton.  I'd sure like to play her.

Ed blanches.

		ED
	J-Janet Lawton???

		LORETIA
	Yes, Janet Layton is clearly the part
	to play.  She's got some real meaty
	scenes!  Can't you just see me in
	that part??

CU - ED

He is aghast.  What a stomach-churning decision.  He stares at
Loretta, then slowly croaks a response.

		ED
	Uh... yeah...
		(beat)
	You'd be perfect.

						CUT TO:

EXT. ED AND DOLORES'S HOUSE - DAY

We HEAR dishes being violently thrown.  Dolores SCREAMS inside.

		DOLORES (o.s.)
	You bastard!  You two-timing,
	dress-wearing son-of-a-BITCH!!

INT. HOUSE - SAME TIME

Dolores is crying and screaming angrily.  Ed ducks the objects
she hurls at him.

		ED
	It was the only way I could get the
	movie made!

		DOLORES
	Who do you think's been paying the
	rent?!  Who helped type your script,
	and did all your grunt work?!

		ED
	I'm sorry!  What did you want me to
	say?

		DOLORES
	I wanted you to say, "No!  I wrote
	the part for my girlfriend Dolores."

		ED
	But there's plenty of other parts.

		DOLORES
	Like what?!

		ED
		(nervous)
	The secretary.  Or the file clerk.

Dolores is stunned.

		DOLORES
	YOU ASSHOLE!

She hurls a pot at Ed.  WHACK!  It slams him in the head.

						CUT TO:

INT. SOUNDSTAGE - DAY

The sets are being erected for "Bride Of The Atom"!  The crew
hurries about the small stage, as Ed energetically supervises.
He has a large band-aid on his head.

		ED
	This is gonna be Bela's laboratory,
	so it should be real impressive!
	Like one of those mad scientist
	movies.  I want beakers, and test
	tubes, and one of those electrical
	things that buzzes!

		BUNNY
	You mean a Tesla coil?

		ED
	If you say so.

Tor lumbers over, in his ripped Lobo outfit.  His face has fake
gashed-up scars.  Tor holds the script.

		TOR
	Edvard!   I haf question 'bout script.
	My vife Greta, she read.  And she no
	like.

		ED
	Really?  Was the third act too
	intense?

		TOR
		(trying to be polite)
	No.  She tink Lobo is waste of my
	time.  Lobo don't talk.

		ED
	But Tor, it's a starring part!
	You're second billed.

		TOR
	Bela, he talk.  Loretta, she talk.
	But Tor, he no talk.

Ed thinks.  He quickly puts a spin on this.

		ED
	Tor, dialogue is overrated.  You look
	at the classic film actors, who are
	they?  Fairbanks.  Chaplin.  They
	didn't talk!  They did it all with
	their face.

		TOR
		(still bothered)
	But Greta say --

Loretta walks over, holding two dresses.

		LORETTA
	Eddie, which dress do you like
	better?

		ED
	I don't know.
		(he yells o.s.)
	Hey Bill, which dress is better for
	you, the green or the red one?

Cameraman Bill is standing at the camera.  He squints.

		CAMERAMAN BILL
	Which one is the red one?

		ED
		(confused)
	What do you mean?

		CAMERAMAN BILL
	I mean I can't see the difference.
	I'm color-blind.
		(beat)
	But I like the dark gray one.

						WIPE TO:

LATER

The crew is shooting on a spooky castle foyer set.

		ED
	ACTION!

Bela enters, wearing a lab coat costume.  As he slowly crosses,
the old man rubs his hands fiendishly.  Ed YELLS live direction
through a megaphone.

		ED
	Okay, you're Dr. Eric Vornoff.
	You're upset. You've worked so hard
	on this experisent, and you don't
	want to see it fail.
		(Bela stops, to "emote")
	No, you're not that upset.  You want
	to keep moving.  You wanna cross the
	room.
		(Bela exits)
	Okay, CUT!  BEAUTIFUL!  PRINT IT!

Ed claps his hands triumphantly.

		ED
	Alright, let's go immediately to
	Scene 52.  Tor, are you in place?

		TOR'S VOICE
	Yah.

		ED
	Okay, CUE RAINSTORM!

Behind the window, Conrad pours a watering can.

		ED
	And roll camera!  ACTION!

Tor enters, but can barely squeeze his bulk through the door.
Finally he enters.  Ed YELLS through the segaphone.

		ED
	Okay, you're Lobo.  You're upset.
	You've worked so hard helping Dr.
	Vornoff on this experiment, and you
	don't want to see it fail.
		(Tor stops, to "emote")
	No, you're not that upset.  You want
	to keep moving.  You wanna cross the
	room.
		(Tor exits)
	Okay, CUT!  PERFECT!  PRINT IT!

OFF STAGE

Bela talks to Tor.

		BELA
	At Universal, they shot two scenes
	a day.  Eddie can knock off twenty
	or thirty!  He's incredible.

BACK ON SET

Cameraman Bill leans in to Ed.

		CAMERAMAN BILL
	Hey Ed, shouldn't we do another take?
	Big Baldy kinda got stuck in the
	doorway.

		ED
	No, it's fine.  It's real!  In
	actuality, Lobo would struggle with
	that problem every day.

						WIPE TO:

LABORATORY SET - LATER

They are back on the completed lab set.  Beyond the bunsen
burners and beakers is a kitchenette in the corner.

		ED
	Wow, this lab looks great.  Except
	why is there a stove and
	refrigerator?

		PAUL MARCO
	We couldn't afford any more props.
	If it seems weird, maybe you can add
	a scene where they eat dinner.

		ED
	Nah, it'll work.  Where's Bela?

Bela is asleep on a couch.  Ed nudges him.

		ED
	Bela, are you ready?

		BELA
		(he groggily wakes up)
	Mmph?  Where am I?

		ED
	You're shooting "Bride Of The Atom."
	Scene 85.

Bela nods.  He stands up, then grimaces in pain.  So he pulls
two BRIGHT LITTLE PILLS from his pocket and swallows them.

Ed walks Bela onto the lab set.

		ED
	You'll be sitting on the right.

		BELA
		(he glares at the sparking Tesla
		 coils)
	I'm not getting near that goddamn
	thing.  One of those burned me on
	"The Return Of Chandu."

		ED
	Okay.  Then you'll be sitting on the
	left.

Ed turns to Tor and Loretta.  She wears a wedding gown.

		ED
	Here's the scene.  Loretta, you're
	in a trance.  You glide in and get
	on the operating table.  Now Tor,
	you're supposed to tie her down.  But
	you have an angora fetish... and
	when you rub that swatch of angora,
	it makes you refuse so Bela has
	to discipline you.

		TOR
	Okey-dokey.

						WIPE TO:

SHOOTING - LATER

The scene begins.

		ED
	ACTION!

		BELA (as VORNOFF)
	"Now we are ready for the girl."

Bela does his patented hypnotic arm wave.  He actually has a
powerful intensity.  Loretta staggers in, eyes glazed.  Like a
zombie, she climbs onto the operating table.

		BELA
	"Dear, you are a woman of super
	strength and beauty.  A lovely vision
	of exquisitely beauty -- shit!"
		(he breaks character)
	Damn!  Eddie, I'm sorry I can't
	remember all this.  I'm an old man.
	It's too long.

		ED
	That's fine, Bela.  We're still
	rolling.  Just say "Dear, you're
	lovely."

		BELA
		(he snaps back into character)
	"Dear, you're lovely."
		(he turns to Tor)
	"Strap her to the table."

Tor starts to tie Loretta down, then gets distracted by a piece
of angora hooked to his waist.  He rubs it lovingly, calmed,
then suddenly refuses.

Bela is furious.

		BELA
	"Do as I command you!"

Bela pulls out an oversized BULLWHIP and starts WHIPPING Tor.
Tor screams in agony.

		BELA
	"I'll teach you to disobey me!"

Bela chases Tor around the set, WHIPPING him.

		ED
	And, CUT!!!  Impeccable!

ON TOR

He dances about happily.

		TOR
	I love being movie star!

Tor jubilantly hugs Loretta.  She grimaces.

		LORETTA
	Ow.  Not so hard, Tor.

ON ED

A SURLY STAGE MANAGER strides over to Ed.

		SURLY STAGE MANAGER
	Hey, Wood. Your check bounced.

		ED
	Okay, I'll get you the money later.

		SURLY STAGE MANAGER
	No.  I need it NOW.

Ed nods grimly.  He grabs Loretta and takes her aside.

		ED
	Sorry to bother you while we're
	shooting, but the guy who owns the
	stage needs his money.

		LORETTA
	Well then you should pay him,
	shouldn't you?

		ED
		(he smiles)
	Yeah.  Exactly!

There's a pause.  They stare at each other.

		ED
	I kinda need it now.

		LORETTA
		(baffled)
	What are you looking at me like that
	for?  I already gave you my
	three hundred.

		ED
	Yeah.  Well I need the other
	sixty-thousand.

		LORETTA
	What other sixty-thousand?

		ED
	The other sixty-thousand you said
	you'd give me.

		LORETTA
	You misunderstood.  I gave you
	everything I have in the world:
	Three-hundred dollars.

CLOSEUP - ED

He looks like he s going to throw up.

		ED
	Oh my God.

						CUT TO:

EXT. SOUNDSTAGE - DAY

The large stage door SLAMS shut.

Ed's disoriented cast and crew stand in the street.  Bela, Tor,
and Loretta are still in costume.

Ed looks totally dazed.  He blinks in the bright sunlight.

						CUT TO:

INT. BROWN DERBY - NIGHT

We're back at the Brown Derby, for another backers party.  The
same banner is hanging: "BRIDE OF THE ATOM -- NEXT YEAR'S SMASH
HIT!"

The whole crowd is there, dressed up.  Bela sits in the corner,
knocking back a drink.

		BELA
	Here we go again.

Paul whispers to Bunny.

		PAUL MARCO
	So is Dolores coming?

		BUNNY
		(very catty)
	I can't imagine why.  I wouldn't put
	up with a boyfriend who sold me out
	for three-hundred dollars...!

ON ED

Ed stands with a circle of POTENTIAL BACKERS.  He has an edge
of desperation we've never seen before.

		ED
	...lemme tell you, you can't lose.
	It's scary!  And if you don't like
	that, it's romantic!  Bela Lugosi
	portrays Dr. Vornoff, and lovely
	ingenue Loretta King is reporter
	Janet Lawton.

		POTENTIAL BACKER
	Hmm.  Lugosi looks pretty old.
		(he squints across the room)
	Which role is Vampira playing?

		ED
	Vampira...?
		(bewildered)
	Why do you ask??

		POTENTIAL BACKER
	Well I see her standing over there.

The guy points.  Ed turns and looks and Vampira is standing
in the next room.  She's at a different party.

		ED
	Well... she's playing --
		(beat)
	Could you excuse me one moment??

Ed dashes from the room.

NEXT ROOM OVER

Vampira is drinking with a bunch of artsy-fartsy types.  She's
in street clothes, but clearly recognizable.  Ed runs up.

		ED
	Excuse me, Miss Vampira?

		VAMPIRA
	Yes?

		ED
		(sweaty)
	You don't know me, but my name is Ed
	Wood.  I'm a film producer.  I'm
	currently in production on a
	science-fiction piece, with Bela
	Lugosi and Swedish wrestler Tor
	Johnson.  And I saw you here, and I
	thought: Kismet!

Vampira stares, totally uncomprehending.

		VAMPIRA
	I don't understand.  Do you want my
	autograph?

		ED
	No.  I think my film is perfect for
	you.

		VAMPIRA
	You want me to show it on my TV
	program?  Well I got nothing to do
	with that.  You should call up the
	station manager at Channel Seven --

		ED
		(unyielding)
	No!  I don't want you to show the
	movie, I want you to be in it!  See,
	maybe I should explain: We started
	shooting, but then after three days
	we got shut down.  So we're having
	a backers party, to raise some more
	money.  Perhaps you'd like to come
	next door and meet some of the
	backers...?

Vampire glances at her friends.  They uncomfortably turn away.

		VAMPIRA
	Uh, look, I'm with some friends, and
	we're about to eat --

		ED
		(begging)
	Please!  It'll only take a minute.
	You can have some hors d'oeuvres, and
	meet my backers!  There's a really
	nice dentist from Oxnard...

		VAMPIRA
		(pissed off)
	Look buddy, I'm a big star.  I've got
	real offers from real studios.  I
	don't need to blow some dentist for
	a part.  So forget it!

BACK AT THE PARTY

The backers glance into the next room.  Ed is in front of
Vampira, begging on his hands and knees.

		BACKER
		(to another backer)
	I'm getting a bad feeling about this.
	Let's get out of here.

The backers pick up their coats.  Through the doorway, Ed sees
this.  He jumps up and frantically runs back in.

		ED
	Where are you guys going?!  You can't
	leave!

		BACKER
		(running out)
	Goodbye, Mr. Wood.

		ED
		(insane)
	You can't go!  You haven't seen the
	storyboards!

The backers run out of the room. They're gone.
Ed shouts after them.

		ED
	Fine!  SCREW YOU!  If you don't have
	the balls to roll the dice, then I
	don't want your stinking money!!

No response.

		ED
	Please, come back!

						CUT TO:

EXT. ED AND DOLORES' HOUSE - DAY

Ed and Dolores are being evicted.  Their belongings are
scattered in front.  They bitterly carry furniture out of the
house.  Ed stumbles and slurs his speech.  He is drunk.

		ED
	Goddamn landlord.

		DOLORES
	I told you this was gonna happen.

		ED
	Maybe if you'd come to the backers
	party, I would've gotten the money.

		DOLORES
	That's moronic.  Why would a bit
	player impress a backer?

		ED
		(he starts yelling)
	Look, how many times can I say I'm
	sorry?  I blew it!  I thought she was
	rich.

		DOLORES
	That's a good reason to dump your
	girlfriend.

		ED
	I didn't dump you!  Get it through
	your skull -- I just recast the part!

Ed drops the furniture.  He flops onto the sidewalk.

		DOLORES
	You're a fuckin' mess.

		ED
	So WHAT??  Look, we gotta figure out
	where we're gonna stay.

		DOLORES
	I'm going to my mother's.

		ED
	Does she have room for me?

Dolores shakes her head.

		DOLORES
	I think you should stay with one of
	your friends.

						CUT TO:

EXT. TOWERING TEMPLE - NIGHT

Ed and Bela stroll through a parking lot.  Ed is sobered up and
remorseful.  Bela wears a beret and smokes a huge cigar.

		ED
	Bela, I don't know what I'm doin'
	anymore...

		BELA
	Stop worrying.  This is going to
	raise your spirits.

They reach the strange entrance to an avant-garde, Eastern
based quasi-religious temple.  Bela puts out his cigar, and
they enter the oversized doors.

INT. TEMPLE - SAME TIME

Sphinxes and Bodhisatvas peer down from the marble walls.  A
service is in progress.  A wiry, enigmatic LECTURER speaks.

		LECTURER
	Thou eternal sun, who has covered the
	consciousness with thy golden disc,
	do thou remove the veil so that I may
	see the truth within?

Bela leads Ed to a seat, stepping past men in fezzes and odd
elderly women in fur coats.  As the lecture continues, Ed
WHISPERS in bafflement.

		ED
	What is this place?

		BELA
	This is the Philosophical Research
	Society.  A refuge for free thinkers.
	I've been coming here for twenty
	years.

		LECTURER
	...for the truth which is within thee
	is within me.  And I am Truth.

		BELA
	Most people in this country, they
	know nothing, about Eastern mysticism.
	They are afraid of it.
		(beat)
	But I am open-minded.  It gives me
	hope.

		LECTURER
	We have the wisdom to govern and the
	divine right to inherit the earth in
	good condition.  We have the power
	to build worlds.

Ed leans in to Bela.

		ED
	Was I wrong to cast Loretta?

		BELA
	Bad decisions are easy to live with.
	Forget.  Just keep looking forward.

		ED
	But was it a bad decision?  At the
	time, I thought her money would save
	the movie.

		BELA
	Eddie, you screwed up.

		ED
		(he nods)
	Yeah, I did.

						CUT TO:

LATER

The lecture is over.  The speaker shakes hands with people.
Bela leads Ed along.

		BELA
	In life, the decisions that haunt you
	are the ones where you just don't
	know... where right or wrong will
	never be answered.
		(beat)
	Years ago, the Hungarians contacted
	me.  The government wanted me to come
	home, to be Minister of Culture.

		ED
	Really?

		BELA
	It was a very impressive offer.
	Fancy offices, a big home... I'd be
	treated like a king.

		ED
	So why didn't you do it?

		BELA
	I didn't know if it was a trick.
	They might arrest me and throw me in
	a gulag.
		(pause)
	I am Hungary's most famous emigrant.
	they'd use me as a lesson to anyone
	who tries to leave.

		ED
	But maybe not.

		BELA
	Correct.  So instead, I stayed here,
	waiting for my comeback.  Always
	hoping... the next film, the next
	film... that would be the one.

They reach the exit.  Ed stops in the huge doorway.

		ED
	Your next film.  That will be the
	one.

Bela smiles sweetly.

						CUT TO:

INT. MCCOY MEATPACKING PLANT - DAY

We're in a noisy meat-packing plant.  WORKERS in blood-stained
aprons slam cleavers into hunks of beef.

Ed walks down an aisle with DONALD E. McCOY, a wealthy Texan
meat man.  Old Man McCoy is a tough-talking, tobacco-chewing,
straight shooter.

		ED
	...and then Dr. Vornoff falls in the
	pit, and his own octopus attacks and
	eats him!  The End.

		OLD MAN McCOY
	Whew!  That's quite a story.  So you
	made the movie, and now you want to
	make it again?

		ED
		(gently correcting him)
	No.  We shot ten minutes of the
	movie, and now we're looking for
	completion funds.

		OLD MAN McCOY
	Son, you're too vague.  I come from
	the world of business.  I need to
	know what I get for my investment.

		ED
	Movies are very popular.  You could
	make a lot of money.

		OLD MAN McCOY
	Yeah, but most of 'em flop, don't
	they?  What am I tangibly guaranteed?

		ED
	Well... you get "Executive Producer"
	credit.

		OLD MAN McCOY
	That don't mean diddley.
		(he suddenly SHOUTS angrily)
	BILLY BOB!  You're cutting 'em TOO
	LEAN.

McCoy grabs a CLEAVER from a worker and slams it into a chop.

		ED
	Mr. McCoy, how can I make you happy?

		OLD MAN McCOY
	Cut to the chase, heh?  That's good!
	That's very good.

McCoy SPITS his tobacco.

		OLD MAN McCOY
	Okay, two things.  Number one: I want
	the movie to end with a big
	explosion.  Sky full of smoke.

		ED
	But the story ends with Dr. Vornoff
	falling in the pit --

		OLD MAN McCOY
	Not anymore.  And number two: I've
	got a son.  He's a little slow -- but
	a good boy.  And something tells me
	he'd make a hell of a leading man...

Under Ed's cheery frozen smile, his face clearly falls.

						CUT TO:

INT. SALT LAKE CITY AUDITORIUM - NIGHT

We're at a ROWDY wrestling match.  Tor Johnson is in the middle
of a screaming, four-man tag-team event.  Tor THROWS his
opponent to the ground; then tags with his partner and goes to
the corner.

Suddenly a WRESTLING COACH runs up, dragging a telephone on a
very long cord.

		WRESTLING COACH
	Tor, you got a phone call!

		TOR
	Heh?  NOW?

		WRESTLING COACH
	They said it was an emergency!

He hands sweaty Tor the phone.  Tor speaks into it.

		TOR
	Hallo?

		ED'S VOICE
	Tor, this is Ed!  Glad I could find
	you!  I got the money, and we resume
	shooting tomorrow morning!

		TOR
	But I'm in Utah.

		ED'S VOICE
	Then you'll have to drive all night!
	I'm counting on you, big guy.
	Breakfast is at seven.

CLICK.  Ed hangs up.  Tor is flabbergasted.

						CUT TO:

INT. SOUNDSTAGE - EARLY MORNING

"Bride Of The Atom" is back in production!  Ed's stock company
is reunited.  People drink coffee and gossip.

		PAUL MARCO
	This is unbelievable!  I woulda bet
	a million bucks that Ed wouldn't
	finish this picture.

		CAMERAMAN BILL
	It ain't finished yet.  Anything
	could happen.

The stage door opens and standing there, in silhouette, is
Dolores.  Everybody quiets.  People glance nervously at
Loretta.

		BUNNY
	Uh-oh.  Stay out of scratching
	distance.

AT DOLORES

Ed runs over.  Dolores is beautifully made-up, and wearing a
furry angora sweater.  Ed speaks, awkwardly.

		ED
	Honey, you made it! I wasn't sure
	you got my message.

		DOLORES
		(icy)
	Of course I'm here.  Today is the
	file clerk's big scene.

		ED
	That's right...

		DOLORES
	I see the usual gang of misfits and
	dope addicts are here.
		(she looks around)
	Say, who's the lug?

In a corner, standing by himself, is dumb TONY McCOY, Old Man
McCoy's worthless son.  He's a good-looking, moody hunk.  Tony
is practicing his lines from a script, but he's terribly stiff.

		TONY
	"Now Janet, I want you straying away
	-- oops -- staying away from the old
	Willows Place."

Ed shrugs.

		ED
	That's Tony McCoy.  He's playing
	Lieutenant Dick Craig.

		DOLORES
	Oh really?  How much money did he put
	up?

		ED
	None.
		(beat)
	But his dad gave me fifty grand.

		DOLORES
		(snide)
	Wood Productions.  The mark of
	quality.

		ED
	Hey, the movie's getting made.
	That's the main thing.

Dolores shakes her head contemptuously.  Then she strides off.

Ed stands alone, feeling bad.

						WIPE TO:

ON STAGE

The set is a one-wall "office hallway": A doorway and a water
cooler.  Loretta sits in a make-up chair, as Harry works on
her.

		DOLORES (O.S.)
	Hey Harry -- long time no see.

Harry turns, surprised.  Dolores stands behind him.  There's a
thick tension.  He smiles anxiously.

		MAKE-UP MAN HARRY
	Hi Dolores...

		LORETA
	Oh, you're Dolores?!  I've heard so
	much about you!  I'm Loretta King.
		(she chipperly jumps up)
	Here, take the chair.

		DOLORES
		(bitchy)
	Don't be silly -- let Harry finish.
	You still need more work.

		LORETTA
	No, I'm done.  All I needed was a
	touch-up.

		DOLORES
	Mm, that mole still shows.

Loretta frowns.  Ed quickly steps in.

		ED
	Ladies!  You both look fine.  Why
	don't we talk about the scene?
		(beat)
	Okay.  Janet Lawton has discovered
	that Dr. Vornoff bought the old
	Willows estate.  So now she wants to
	prove that all the monster stories
	are true.

Dolores nods sourly.  She s in a trouble-making mood.

		DOLORES
	Eddie, what's my motivation?

		ED
		(thrown off)
	Oh.  Er... well you're the file
	clerk.  You're hurrying into the
	next room, when you bump into Janet.

		DOLORES
	But what's our relationship?  Are
	we good friends, or is she just a
	casual acquaintance?

		ED
		(annoyed)
	Dolores, I got five days to shoot
	this movie.  Quit kidding around.

						WIPE TO:

INT. SCREENING ROOM - NIGHT

We're watching DAILIES.  Projected ON SCREEN, a camera
assistant claps the slate.  We hear Ed yell: "Action!"

Loretta hurries down the hallway.  Dolores sees her run past
and shouts out.

		DOLORES (as File Clerk)
	"Janet, the boss has been looking
	for you."

		LORETTA (as Janet Lawton)
	"Thanks."

Loretta runs out.  Dolores just stands there.  We HEAR Ed:
"CUT!  PERFECT!"

Dolores turns deadpan to the camera.

		DOLORES
	Of course it was.

The FILM runs out.

ON THE AUDIENCE

The screening room lights come up on the crew.  Ed sits in
gloomy haze.

Suddenly, there's loud CLAPPING from the back of the room.

		CRISWELL
	Bravo!  Bravo!  Magnifico!

		ED
		(he smiles)
	Cris, you made it.  Thanks a lot.

		CRISWELL
	My pleasure.  I'm always happy to
	assist in a little larceny.

						CUT TO:

INT. CADILLAC - NIGHT

	  g pink Cadillac convertible races down the
     Ed and Criswell are in front, and Tor, Conrad and Paul
	  to the back.

		TOR
	My head is cold.

		CRISWELL
	You know how much this car cost me?

		CONRAD
	Ten thousand dollars.

		CRISWELL
	ONE DOLLAR!  Miss Mae West
	herself sold it to me.  She said,
	Cris, you belong in a pink
	Cadillac!

Criswell turns to Ed.

		CRISWELL
	Incidentally, you promise you're not
	going to scratch my car...?

		ED
		(cocky)
	I told you, the octopus is made of
	rubber.  This is a piece o' cake.

EXT. REPUBLIC STUDIOS - NIGHT

The five men climb over a fence.  They're breaking into
Republic Studios.  Paul is panicked.

		PAUL MARCO
	Ed, you said you were getting
	permission.

		ED
	Uh, I couldn't reach the guy... he
	was in meetings all day.  But this'll
	be great, I promise!

Ed smiles at Conrad.  Conrad shrugs.  Tor struggles.

		TOR
	I'm no good at climbink.

Tor gives up, and simply BASHES through the locked gate.
Everyone is amazed.  Tor laughs.

		TOR
	I'm good at bashink!!

		CRISWELL
	Hey, keep it down.  My publicist will
	throttle me if we get caught.

They all sneak across the shadowy lot.  Remnants of old scary
sets tower over them.

OUTSIDE A SOUNDSTAGE

They reach a stage door. Ed tries it -- but it's locked.

		ED
	Oh.  I thought they kept this open.

A pause.  Everyone looks at Tor.  He grins.

		TOR
	Lobo will fix!

Tor grabs the heavy door and easily SNAPS the lock.

INT. SOUNDSTAGE - SAME TIME

This place is the mythic eclectic prop room.  Guillotines,
rocketships, a stuffed vulture... strange mysterious props from
untold movies loom everywhere in the darkness.

It's a place of wonderment and fear.

The men stare in awe.

		CONRAD
	Wow.

		PAUL MARCO
	This place gives se the creeps.
	Let's get the hell out of here.

		ED
	Not so fast.  First we have to get
	it down.

Ed gestures above.  Everyone glances straight up.

THEIR POV

A giant OCTOPUS is lashed to the ceiling.

						CUT TO:

LATER

Conrad and Criswell are way up on the catwalk, holding onto
dangling Paul by his belt.  Paul leans way out, reaching for
the octopus.  He shouts nervously.

		PAUL MARCO
	You're sure this is gonna work?

		ED (O.S.)
	Yes!

		PAUL MARCO
	You're sure???

		ED (O.S.)
	YES!  JUST DO IT!

WIDE VIEW

Standing straight below is Tor.  The Swede has his arms
outstretched, waiting.

Ed supervises a good distance away.  He motions to Paul.

Paul gulps, then unties the octopus.

It drops incredibly fast.  The thing must weigh half a ton.

Tor's eyes widen.

And the octopus smashes straight on top of him.

BAM!

Tor is gone from sight.  One of the eight tentacles snaps off.

UP IN THE CATWALK

Criswell moans.

		CRISWELL
	Oh my God.  We killed him.

ON THE GROUND

Ed runs to the octopus and looks for Tor underneath.

		ED
	Tor!  Are you okay?!

A beat.  And then the octopus flips over.  Tor sits up,
battered but smiling.

		TOR
	Bedder than wrestlink!

EXT. REPUBLIC STUDIOS - NIGHT

The five men hurry across the lot, carrying the hubongous
octopus on their shoulders.

Suddenly, a FLASHLIGHT shines on them.

		ANGRY VOICE
	Hey!  What are you doing?!

The men jump with fear.  They break into a fast waddling run.

		CRISWELL
	Thank God Tor broke the fence.

The team runs through the busted gate and escapes.

EXT. STUDIOS - NIGHT

The Cadillac SCREECHES away.  The octopus flops on top of the
five men.

						WIPE TO:

EXT. GRIFFITH PARK - NIGHT

The movie crew is setting up for a big night shoot.  Lights and
generators are sprawled across this isolated area.

Tony McCoy perches goofily on his own personalized chair.  He
runs lines by himself.

		TONY
	"Now Janet, I want you staying away
	from the old Willows Place."

The octopus lays in a dried-up riverbed.  There's only about an
inch of water.  Ed yells at Conrad.

		ED
	You don't understand!  The octopus
	is supposed to live in a lake!

		CONRAD
	This is kind of a stream--

		ED
	NO!  It has to be UNDERWATER!

Ed storms away.  Conrad scratches his head.

IN A DUSTY PARKING LOT

Bela sits inertly in the back of an open car.  He weakly hails
over Ed.

		BELA
	Eddie, I'm so tired... I don't know
	if I can handle a night shoot...

		ED
	Nonsense!  You look great --
		(suddenly he catches himself; he
		 speaks more sincerely)
	Look, uh, why don't you lie down and
	take a little nap?  We'll film around
	you for a while.

		ED
	Thanks, buddy...

Ed smiles warmly, then walks off.

Bela stares after him, then absent-mindedly searches through
his pockets.  Finally, he finds what he's looking for -- a
rubber tube.  Bela looks to make sure no one's around, then
ties the tube around his upper arm...

AT THE SET - LATER

Crew members have dammed up the end of the river, and Bunny
fills it with a hose.  There is now a foot of water.

Ed stands at the shore, admiring it.

		ED
	Hey.  This is looking good!
		(he turns to Paul)
	Paul, where's the octopus motor?

		PAUL MARCO
	What octopus motor?

		ED
	You know, to make the legs move --

		PAUL MARCO
		(defensive)
	Hey, don't blame me!  You didn't say
	anything about no motor when I was
	up on that ceiling!

Bela stumbles up, with a dazed smile.

		BELA
	Let's shoot this fucker!  Where do
	I go?

		ED
	You'll be fighting with the octopus.

		BELA
	Out there?!
		(he points at the water)
	What happened to the stream?

		ED
	This'll look a lot better.  We have
	to match the stock footage of the
	octopus underwater.

		BELA
	Oh, for Christ's sake.

Bela rolls up his pants and wades out, into the water.  He
screams.

		BELA
	Goddamn, it's cold!

		ED
	Once you're in it, it warms up.

		BELA
	Fuck you!  You come out here.
		(beat)
	Hey, toss me that J.D.

A crew member throws Bela a bottle of Jack Daniels.

Bela pops the cap and chugs half the bottle in one swig.  He
licks his lips, then climbs onto the octopus.

		BELA
	Okay!  How do we turn this thing on?

		ED
	Bela, somebody misplaced the motor.
	So when you wrestle the octopus,
	shake the legs a bit, to make it look
	like it's killing you.

Bela stares, deadpan.

		BELA
	Do you know I turned down
	"Frankenstein"?

		ED
	Huh?

		BELA
	After I did "Dracula," the studio
	offered me "Frankenstein"!  But I
	turned it down, the part wasn't sexy
	enough.  It was too degrading for a
	big star like me.

The crew glances at Ed.

		ED
	Bela, I've got twenty-five scenes to
	shoot tonight.

		BELA
	Don't let me slow you down.

		ED
	Alright!  Let's put it on film.
	CAMERA!  SOUND!

Bela takes another swig of J.D., then throws it off-camera.

		ED
	ACTION!

Bela starts flailing around the octopus legs and SCREAMING in
horror.  This image is truly ridiculous.

Ed is pleased.

Some crew members nod: Pretty good.

		ED
	And CUT!

Everybody cheers.

Then suddenly the dam walls BURST.

WHOOSH!  The water rushes from the lake and floods the park
below.

						WIPE TO:

EXT. DINKY SOUNDSTAGES - EARLY MORNING

Crew members straggle in for the final shoot.  Everybody looks
bleary-eyed from last night.  Ed stands cheerily at the
entrance, greeting them.

		ED
	C'mon!  Just one more day!  Just have
	some coffee, you'll feel better!

Tony staggers up.

		TONY
	Mr. Wood, I only got one hour of
	sleep.

		ED
	Yeah?  Well I got no sleep, and I
	feel great!

Ed sees Bela slowly shuffling along. Ed runs over to him.

		ED
	Bela.  I just wanna thank you again
	for last night.

		BELA
		(exhausted)
	That's fine, Eddie.  All in the line
	of duty.

		ED
	No.  Seriously.  I want you to know
	how much I appreciate what you've
	done for me.  A great man like you
	shouldn't have to run around in
	freezing water at four in the
	morning.

		BELA
	Well, there aren't too many other
	fellas I'd do it for...

		ED
		(he smiles, then pulls out a
		 script page)
	I wrote something special for you.
	I got to thinking about all the
	sacrifices you've made... and so I
	wrote you a new final speech.

Ed hands him the paper.  Bela starts reading it, as Ed watches
anxiously.  Bela is very touched.

		BELA
		(still reading)
	Eddie, this is quite a scene.

		ED
	I know it's a lot to give you at the
	last second.

Bela looks up.

		BELA
	These lines -- I'll have no problem
	remembering.

						WIPE TO:

INT. SOUNDSTAGE - DAY

They are shooting.  Ed watches off-camera, as Bela acts a
somber scene with an actor playing PROFESSOR STROWSKI, a
threatening European.

		STROWSKI
	"Our government wants you to
	return... to continue your
	experiments there.  Where you can
	have everything at your disposal."

		BELA (as VORNOFF)
	"My dear Professor Strowski, twenty
	years ago I was banned from my home
	land.  I was classed as a madman --
	a charlatan -- outlawed in the world
	of science which previously honored
	me as a genius!"
		(he gets very subdued)
	"Now here in this forsaken jungle
	hell, I have proven that I am
	alright."

		STROWSKI
	"Yes, the authorities have learned
	how correct your findings were.  So
	I am here -- sent to bring you home."

		BELA
		(impassioned)
	"Home.  I have no home.  Hunted...
	despised... living like an animal
	-- the jungle is my home!  But I
	will show the world that I can be
	its master.  I shall perfect my own
	race of people -- a race of atomic
	supermen that will conquer the
	world!"

It's an incredible performance of crowning tragedy.  Bela is
totally drained.

CU - ED

He is very moved.  He whispers, barely audible.

		ED
	Cut.  It's a wrap.

						CUT TO:

INT. MEAT PACKING PLANT - NIGHT

The wrap party is being thrown in the meat packing plant.
People laugh and shout and carry on.  Tor pours booze in the
punch.  R&B MUSIC plays.  Old Man McCoy dances with Loretta.
Bunny dances with a young stud.  Dolores stands by herself.

Bela and Criswell are giggling.

		CRISWELL
	So you sleep in coffins?!

		BELA
	Yes.  There is nothing more
	comfortable.

		CRISWELL
	I can't believe this!  I sleep in
	coffins!

		BELA
	No.

		CRISWELL
	YES!  My father ran a mortuary --
	it's an old habit!

They CLINK beers.

EXT. MEAT PACKING PLANT - SAME TIME

Outside, Vampira and two GIRL FRIENDS walk up.  They peer at a
tin sign.

		GIRLFRIEND #1
	"McCoy Meat Packing"?  Are you sure
	there's a party here?

		VAMPIRA
		(holding an INVITATION)
	Yeah, I got this invitation.  It's
	a "Bride Of The Atom" party, whatever
	that means.

They open the large steel door, and INSIDE is the wild bash.

INT. PARTY

Across the room, Paul and Conrad chat.

		PAUL MARCO
	"Glen Or Glenda," now that was a hell
	of a picture.

		CONRAD
	Well, this new one's gonna be a
	hundred times better.

		PAUL MARCO
	Is that possible?

Dolores overhears this.  She stares in disbelief.

AT THE TURNTABLE

Someone changes the record.  Brassy STRIPPER MUSIC begins.

A door opens, and Ed struts out, in full gaudy drag.

Everybody turns.  They start WHISTLING and HOLLARING.

Ed grins, and starts into a wacky bump-and-grind.

		VOICE
	Go, baby, go!

Bunny runs up and sticks a dollar bill between Ed's fake tits.
People LAUGH hysterically.

Dolores is appalled.

Ed shimmies to the music, blowing kisses all around.  He sees
Vampira and waves.

Vampira's jaw drops in recognition.

		VAMPIRA
	I don't believe it.  It's him!

Ed sashays up to Bela and dances a few steps with him.  The
music is building to a climax.  Ed hurries off to center stage
-- and as the MUSIC ENDS, he does a final swing of his hips,
then suddenly yanks out his teeth!

This brings down the house.  Everyone STAMPS their feet and
CLAPS crazily.

ANGLE - DOLORES

Everyone, except Dolores.  Suddenly, she explodes.

		DOLORES
	You people are INSANE!  Take a look
	around -- you're all FREAKS!

The room quiets.  Dolores has snapped.

		DOLORES
	You're wasting your lives making
	SHIT!  Nobody cares!  These movies
	are TERRIBLE!
		(beat)
	I can't take it any longer!

The group is shocked.  Nobody speaks.

Dolores runs out of the party.

Ed just stands, dumbstruck.  Then he chases after her, in his
high heels and dress.

EXT. MEAT PACKING PLANT - SAME TIME

Dolores runs across the parking lot, in tears.  Ed catches up
with her.

		ED
	Dolores, wait!

		DOLORES
	Ed, it's over.  I need a normal life.

		ED
		(hurt)
	Did you really mean those things you
	said..?

Dolores stops.

		DOLORES
	I'm tired of living on the fringe.

		ED
	But you used to say --

		DOLORES
	Ed... I just stuck it out so you
	could finish your movie.
		(pause)
	Now that it's done, so am I.

She turns and walks away.  Ed is crushed.  He stands
motionless, in his dress, in the dark.

						CUT TO:

INT. ED'S NEW APARTMENT - DAY

Ed's new home is a single apartment, still filled with moving
boxes.  Half-eaten plates of food are scattered about.  Ed lies
asleep in bed, unshaven, in the middle of the day.

The phone RINGS.  Ed awakens and woozily answers it.

		ED
	Yeah...

		TOR (on phone)
	Ed, dit I wake you?  It's two in
	avternoon.

		ED
	No, I was just doin' a little work...

		TOR (on phone)
	Bullchit!  You been like dis too many
	days.  I want to cheer you up.

EXT. TOR'S HOUSE - NIGHT

Ed drives his Nash though a tract Valley neighborhood and
reaches Tor's little house.  Ed gets out, still looking groggy.
He walks up the tulip-lined path and rings the DOORBELL.
Clanging SWEDISH CHIMES bong inside.

The door flies open, and Tor appears, beaming.

		TOR
	Edvard, you come!

Tor gives Ed a back-breaking hug.

INT. TOR'S HOUSE - SAME TIME

Ed steps in.  The house is filled with cuckoo clocks and little
Swedish knick-knacks.  Tor gestures proudly.

		TOR
	I'm so happy you visit.  Meet my
	family!  Greta, Karl, and Connie!

THREE COLOSSAL PEOPLE lumber out.  Tor has the largest family
we've ever seen.  Not fat -- but big-boned.  GRETA is Tor's
gigantic Swedish wife, and KARL and CONNIE are their two
elephantine children.  They ADLIB greetings: "Hallo!"
"Welcome!" "Is a pleasure!"

Ed cannot believe what he's seeing.

INT. DINING ROOM - NIGHT

Everyone noisily eats dinner.  The table looks like a
Smorgasbord.  Entire hams, turkeys, a full case of beer,
incredible quantities are being shoveled in.  Tor empties a
beer in one gulp, then opens another.

		CONNIE
	Pass the meatballs.

		KARL
	This strudel is delicious, Mama.

Ed is stupefied.  He picks at a little dainty serving.

		TOR
	Hey!  You're not eatink.

		ED
	Uh, I don't have much of an appetite
	lately.

		TOR
	The food will make you feel bedder.
	Look at me -- I'm da happiest guy I
	know!

All the Johnsons CHUCKLE.

		ED
	I'd be happy too, if I had such a
	great family.

		TOR
	Don't worry.  You just haven't met
	right woman yet.
		(beat)
	Oopsy.  That cabbage goes right
	through me.

Tor stands and hurries from the room.  Ed awkwardly makes
conversation.

		ED
	Greta, your husband is a terrific
	actor.  You should come down and
	visit the set.

		GRETA
	I don't think so.

		ED
	No, it's really no problem at all!

		GRETA
		(steely)
	I do not approve of what you do with
	my husband Tor.  He is not a monster.
	These horror pictures are
	humiliating.

Ed has no response.  Suddenly -- CRASH!  There's a loud o.s.
SLAM, falling porcelain, then Tor SHOUTS FURIOUSLY in Swedish.

		TOR (O.S.)
	OUCH!  GODDAMMIT!

Earl and Connie begin giggling. Ed is totally baffled.
Tor runs out, angrily holding a BROKEN TOILET SEAT.  It is
split in two.

		TOR
	Look, it happened again!

Ed is boggle-eyed.  This house is sadness.

		ED
	Tor, I should be getting home.

		TOR
	Nonsense!  You must try our hot glug.

						DISSOLVE TO:

LATER

It's very late.  Tor and Ed sit in the living room, drinking
from a steaming pot of hot stilled wine.  They are smashed.

		TOR
	My friend, you tink Greta is first
	woman I ever see?  No!  Many duds,
	before I find her.

		ED
	But I thought me and Dolores had
	something.

		TOR
	Forget her!  Move on.  A good lookink
	boy like you as you can have any girl
	you wish.

Tor finishes his glug, and then his eyes roll back into his
head, and he falls off the couch.  He starts SNORING.

Ed stares at Tor, then gets up.  Ed turns off the lights and
goes home.

						CUT TO:

INT. ED'S APARTMENT - LATE NIGHT

Ed smokes a cigarette and watches TV.

ON THE TV

Vampira is doing her shtick.

		VAMPIRA (on TV)
	Ooo!  That was so scary, it gave me
	goosebumps.
		(someone QUACKS os.; she
		 pretends to be angry)
	No, dummy!  I didn't say "goose," I
	said "goosebumps."  Ugh!  Well, be
	sure to join me next week, for
	"THE MUMMY'S CURSE."  Until then...
	pleasant nightmares.

Vampira blows a kiss, then disappears into the mist.  A USED
CAR COMMERCIAL abruptly comes on.

ON ED

He stares at the TV, then picks up the phone.

						CUT TO:

INT. TV STUDIOS - SAME TIME

Vampira is walking off stage.  She removes her black wig.

		VAMPIRA
	God, we need some better jokes on
	this show.

A PRODUCTION ASSISTANT carries over a phone.

		ASSISTANT
	Vampira, you got a phone call.

		VAMPIRA
	At this hour?
		(she takes the phone)
	Hello?

		ED'S VOICE
	Vampira!  Hi, this is Ed Wood.

		VAMPIRA
	Who?

		ED'S VOICE
	Ed Wood!  You came to my party.  I
	directed "Bride Of The Atom"!

		VAMPIRA
	Oh.  Yeah.  You.

Ed pauses, nervously.

		ED'S VOICE
	Well, I was wondering if maybe
	sometime you'd like to go out, and
	maybe grab some dinner.

		VAMPIRA
	You mean like a date?  I thought you
	were a fag.

		ED'S VOICE
	ME?!  No, uh, I'm just a
	transvestite.

		VAMPIRA
	Isn't that the same thing?

		ED'S VOICE
	No, no!  I like girls.  So how 'bout
	Friday?

		VAMPIRA
		(uncomfortable)
	Look, you seem like a nice guy, Ed,
	but you're just not my type.
		(beat)
	But keep in touch.  Let me know when
	your movie opens.

						CUT BACK TO:

CLOSEUP - ED

Click.  The phone hangs up.  Poor Ed just stands there,
forlorn.

						CUT TO:

EXT. CITY STREET - DAY

Ed shuffles down the street, Mr. Lonely Guy, feeling sorry for
himself.

He glances in a coffee shop, and sees a sweet young woman
inside.  Her name is NORMA McCARTY.  She wears a bow in her
hair, Mary Jane shoes, and a fuzzy white angora sweater.

Ed's eyes widen.

INT. COFFEE SHOP - SAME TIME

Innocent Norma sits by herself, eating.

		ED'S VOICE
	Excuse me.  Is that angora?

Norma looks up.  Standing over her is Ed, smiling.

		NORMA
	Why... yes.

		ED
	Don't you think angora has a tactile
	sensuality lacking in all other
	clothing?

		NORMA
	I suppose.  It's very expensive.

		ED
	It's made from specially-bred rabbits
	that live in the Himalayas.

		NORMA
	What are you, an angora wholesaler?

		ED
	No, I work in pictures.  I'm a
	director-actor-writer-producer.

		NORMA
		(she laughs)
	Ah, c'mon!  Nobody does all that.

		ED
	Two people do.  Orson Welles and me.

		NORMA
	Wow.

		ED
	You know, you're a very attractive
	girl.

Norma blushes.

		NORMA
	My goodness, you're embarrassing me.

		ED
	You shouldn't be embarrassed by the
	truth.
		(he smoothly sits down)
	Mind if I order some hotcakes...?

						CUT TO:

INT. CRISWELL'S CADILLAC - NIGHT

Criswell and Paul drive at night.  They're dressed-up.  SWING
MUSIC plays on the radio.

		CRISWELL
	So who's the surprise for?

		PAUL MARCO
	I dunno.  Ed was real mysterious.
	All he'd say was it's a surprise
	party.

		CRISWELL
	Isn't that like him!
		(beat)
	And isn't that like us -- that we
	show up anyway.

They pull up to a GUARD GATE.  They're at a studio.

		CRISWELL
	Excuse me.  We're here for the Wood
	party.

		GUARD
	They've rented Stage 12.  Drive
	straight back.

INT. SOUNDSTAGE - NIGHT

There is another rambunctious party in progress.  Crepe paper
streamers hang down.  Bela approaches Tor.

		BELA
	So what are we doing here?

		TOR
	Nobody knows.  But there's a lotta
	booze.

Suddenly Ed steps into the middle of the room.  He's extremely
handsome in his tuxedo, and beaming happily.

		ED
	Excuse me!  Could everyone please
	quiet down?
		(the room quiets)
	First of all, I want to thank you,
	all my good friends, for being here
	tonight.  And second, if you're
	wondering what the big surprise is...
	well, TONIGHT I'M GETTING MARRIED!!

The crowd is stunned.

Many people DROP their glasses.

Ed proudly pulls out Norma.  She's in a wedding gown.

		ED
	Everybody, this is Norma!

ON BELA AND TOR

They're bewildered.  Bela WHISPERS.

		BELA
	Who the fuck is she??

		TOR
	I never heard of her.

Ed walks over.  He hugs Bela.

		ED
	And Bela, I want you to be the best
	man!

Bela smiles -- trying to hide his total confusion.

						DISSOLVE TO:

LATER

The wedding is in progress.  The crowd is seated.  A MINISTER
performs the ceremony with Ed and Norma.

		MINISTER
	...Norma, do you promise to love,
	honor, and cherish...

IN THE CROWD

Everybody is QUIETLY GOSSIPING.

		BUNNY
	I didn't even know he had a
	girlfriend.

		PAUL MARCO
		(he taps him on the shoulder)
	I hear she's an actress who gave him
	money.

		CONRAD
	Nah, I heard she's his childhood
	sweetheart from Poughkeepsie.

		CRISWELL
	I predict it's Dolores in a mask.

AT THE ALTAR

The Minister is speaking to Ed.

		MINISTER
	...in sickness and in health, till
	death do you part?

		ED
	I do.

		MINISTER
		(he smiles)
	Then I now pronounce you man and
	wife.

Ed kisses Norma.

The crowd doesn't applaud.  They're too baffled by this whole
event.

						DISSOLVE TO:

THE RECEPTION

Everyone's drinking and dancing.  Ed proudly introduces Norma
to his buddies.

		ED
	Norma, this is Bela -- Bela, this is
	Norma.  Norma, this is Tor -- Tor,
	this is Norma.  Norma, this is Paul
	Paul, this is Norma.

		PAUL MARCO
		(he can't resist)
	So how long have you known Eddie?

		NORMA
		(sweetly)
	Since Tuesday.

Criswell grabs Ed and pulls him aside.

		CRISWELL
	Edward, are you sure you know what
	you're doing?

		ED
	Yeah.  It seems a little crazy, but
	sometimes you just know.  She's
	perfect for me.

Outside, a car HONKS.

		ED
	Oop, that's our cue!
		(to Norma)
	Honey, we gotta go.  GOODBYE,
	EVERYBODY!

Ed and Norma run out the door.  The crowd hurries after them.

OUTSIDE

Ed and Norma jump into his Nash.  It says "Just Married" and is
festooned with dangling tin cans.  The car screeches away.  The
cans RATTLE NOISILY, then slowly fade into the distance...

						CUT TO:

EXT. MOTEL - NIGHT

We're at a desert roadside motel, the San Bernardino Arms.  A
"Vacancy" light flashes.

INT. MOTEL ROOM - SAME TIME

Ed excitedly carries Norma over the threshold.  He throws her
onto the bed, and they start ardently making out.

		NORMA
	Eddie, I'm just a small-town girl.
	I've never done this before.

		ED
		(kissing her)
	Don't worry, I'll teach you.

He helps her remove her wedding dress.  She is very shy.

		NORMA
	Be understanding.  I don't know
	anything.

Ed removes his jacket, then gestures to his shirt.  Norma
nervously starts unbuttoning it.

Ed bites his lip in anticipation.

Norma opens the shirt... and inside, Ed is wearing a bra!

Norma is horrified.

		NORMA
	What the heck is THIS?!!

		ED
	Honey, I have a little secret to
	share with you.

						CUT TO:

EXT. MOTEL - SAME TIME

There's a loud woman's SCREAM.

Then the door slams open, and Norma runs hysterically out,
clutching her dress about her.

		NORMA
	Stay away from me!  You're perverted!

Ed runs out after her.

		ED
	Please, be compassionate.  I'm your
	husband!

		NORMA
	No you're not!  This marriage was
	never consummated.  I'm getting an
	annulment!

						CUT TO:

EXT. LOS ANGELES STREETS - LATE NIGHT

Ed drives sadly through the streets, alone.  His car still says
"Just Married," and the tin cans RATTLE behind him.

						CUT TO:

EXT. BELA'S HOUSE - LATE NIGHT

Ed's car pulls up.  Ed stumbles out, yanks off the tin cans,
and throws them in someone's trash.

Ed despondently approaches Bela's.  Inside, a light glows, and
the dogs BARK.

Ed is relieved.  Bela's awake.  He BANGS on the door.

		ED
	Bela, let me in!  Bela, it's Eddie.

He keeps BANGING.  Finally the door opens -- and Bela stands
there, shakily waving a gun!  Bela is doped up, glassy-eyed,
and disturbingly haggard.

		BELA
	Why are you here??

		ED
	Shit!  Bela, what's with the gun?

		BELA
	Why aren't you on your honeymoon?
	Where's Myrna?

		ED
	Norma.  She changed her mind.  She
	doesn't wanna marry me.
		(beat)
	Can you put down the gun?

Bela weakly lowers the gun.

INT. BELA'S

Ed walks in, in a near-stupor.  Needles and drug paraphernalia
are scattered about

		ED
	What are you doing?

		BELA
	I was thinking about killing myself.

		ED
	Jesus Christ, what an evening.
		(he looks around)
	What happened?

		BELA
		(near tears)
	Eddie, I received a letter from the
	government.  They're cutting off my
	unemployment.  That's all I've got.
	Without it, I can't pay the rent...

		ED
	Don't you have any savings?

		BELA
	I'm obsolete.  I have nothing to live
	for.  Tonight, I should die.
		(distraught)
	And you should come with me.

Frail Bela points the gun at Ed.  Ed is terrified.

		ED
	Buddy, I don't know if that's such
	a good idea.

		BELA
	It'll be wonderful.  We'll be at
	peace.  In the afterlife, you don't
	have to worry about finding work.

		ED
	Bela, I'm on your side.  C'mon, give
	me the gun...
		(he cautiously steps forward)
	If you give me the gun, I'll make you
	a drink.  What are you drinking?

		BELA
	Formaldehyde.

Ed stares in anguish.

		ED
	Straight up or on the rocks?

Bela drops the gun.  He starts weeping.

Ed walks over and hugs the shaking old man.

		ED
	Don't worry.

		BELA
	I'm sorry, Eddie.  I'm so sorry.

		ED
	Don't worry.  Everything's gonna be
	all right.

						CUT TO:

EXT. HOSPITAL - STILL LATER THAT NIGHT

Ed's car pulls up at the South Metropolitan State Hospital.
It's a grim, unwelcoming edifice.

Ed helps weak Bela from the car.  They look at each other, then
Ed gingerly leads Bela in.

INT. HOSPITAL - SAME TIME

The lobby is clammy and dim.  Ed and Bela reach the desk.  A
NURSE looks up, startled.

		NURSE
	My goodness, you gave me the willies.
	You look like that Dracula guy.

		BELA
		(very somber)
	My name is Bela Lugosi.  I wish to
	commit myself.

		NURSE
	For what reason?

		BELA
	I have been a drug addict for twenty
	years.  I need help...

The nurse nods.  She takes Bela's arm and leads him away.  Bela
glances at Ed, then steps through a wide door.  As it swings
shut, we see a DOCTOR walk over and shake Bela's hand.

Ed stares at the door, dazed by all that's happened.  He sits
down in a chair, exhausted.

Ed's eyes slowly close, and he falls asleep...

						DISSOLVE TO:

INT. HOSPITAL - MORNING

Ed is still asleep, but now sunlight beats in.

Ed stirs and wakes up.  He groggily looks around, and sitting
across from him is a woman, knitting.  This is KATHY O'HARA,
26, solid, reflective, with a dry sense of humor.  Ed peers at
her.

		ED
	Hello.

		KATHY
	Hello.
		(beat)
	You're sleeping in a tuxedo.

		ED
	I got married last night.

		KATHY
	Oh.  Congratulations.

		ED
	The marriage already ended.

		KATHY
	Oh.  My condolences.

Ed watches her knit.

		ED
	What are you making?

		KATHY
	Booties for my father.  He gets cold
	in this hospital.

		ED
	How long's he been here?

		KATHY
	This is my thirteenth pair.

Ed nods.  He spots the Doctor walk by.

		ED
	Excuse me.
		(he runs to the Doctor)
	Doctor?  I'm with Mr. Lugosi.  How
	is he?

		DOCTOR
	Well... there's a lot of junk in his
	system for such an old man.
	Apparently, he was addicted to
	morphine, tried to kick it, and got
	re-addicted to methadone.

		ED
	Will he be okay?

		DOCTOR
	We'll do our best.

						DISSOLVE TO:

INT. HOSPITAL CORRIDOR - NIGHT

We are outside Bela's room.  He can be glimpsed inside,
strapped to the bed and SCREAMING in pain.  He is going through
painful withdrawal and shakes horribly.

						DISSOLVE TO:

INT. HOSPITAL LOBBY - ANOTHER DAY

Ed strides into the hospital, wearing different clothes, and
carrying a box of chocolates.  He waves at the nurse.

		ED
	Hi, Lillian.

		NURSE
		(she smiles)
	Hi, Ed.  Boy, he's got a lot of
	visitors today.

		ED
	He does?

Ed is puzzled.  He hurries back.

INT. HOSPITAL CORRIDOR - DAY

A crowd of NEWSPAPER REPORTERS and PHOTOGRAPHERS overflow
Bela's room.  Ed is astonished.

		ED
	What's going on here?!  Excuse me!

INT. HOSPITAL ROOM

Decrepit Bela is propped up in his bed, as the mob of reporters
throw questions at hit and SNAP shots: "Bela, how long have you
been a junkie??" "Bela, look this way!"

Ed angrily pushes through.

		ED
	Everybody out!  This is a hospital!
	Get out of here.

Ed forces them out, then SLAMS the door.

		ED
	What happened?!

		BELA
		(in a hoarse whisper)
	Isn't it wonderful?  After all these
	years, the press is showing an
	interest again in Bela Lugosi.

		ED
		(surprised)
	Bela, they're parasites!  They just
	want to exploit you.

		BELA
	Fine.  Let them!  There is no such
	thing as bad press.  A man from New
	York even said he's putting me on the
	front page!  First celebrity to ever
	check into rehab.
		(he smiles feebly)
	When I get out of here, I will be
	healthy.  Strong!  I will be primed
	for my comeback!

Bela starts COUGHING heavily.  Ed stares sadly.

						DISSOLVE TO:

INT. LOBBY - ANOTHER DAY

Ed sits tensely in the lobby, holding vigil.  Kathy O'Hara
walks by.

		KATHY
	Oh, it's you again.

		ED
	Oh, hi.

		KATHY
	You look beat.

		ED
	I am.  How's your father?

		KATHY
	He's better.  Thank you for asking.
		(pause)
	How's your friend?

		ED
	Not good...

Kathy reaches in her purse and pulls out two black booties.

		KATHY
	Well, I made him some booties to
	cheer him up.
		(beat)
	They're black -- to match his cape.

She smiles.

Ed slowly smiles in response.  But this isn't his normal slick
smile.  It's gentler.  Sincere.

		ED
	Would you maybe like to get a
	coffee..?

						DISSOLVE TO:

INT. HOSPITAL CORRIDOR - DAY

Ed and the Doctor stand in a doorway, talking.

		DOCTOR
	We thought Mr. Lugosi was insured
	though the Screen Actors Guild.

		ED
	Isn't he?

		DOCTOR
	No.  They say his eligibility ran out
	years ago.

		ED
	Look, he doesn't have any money...
	but I'll give you everything I've
	got.  I have a few hundred dollars.

The Doctor shakes his head grimly.

		DOCTOR
	That won't even begin to cover it.
	He's going to have to leave.

INT. BELA'S HOSPITAL ROOM - DAY

Bela lies sleeping in bed, pasty and pale.  NEWSPAPER CLIPPINGS
of his hospital stay are tacked up.

Ed anxiously tiptoes in.  He quietly speaks.

		ED
	Bela, wake up.

Bela stirs lethargically.  Ed puts on a fake smile.

		ED
	I've got some good news.  The doctor
	says you're all better.  You can come
	home.

		BELA
		(so weak, he's barely audible)
	Really?  I don't feel so great.

		ED
	No, you look good.  And the tests
	came back fine.
		(a poignant pause)
	C'mon...

Ed gingerly helps Bela up.

EXT. HOSPITAL - DAY

Bela slowly gets into Ed's car.

		BELA
	Eddie, I wanna make another picture.
	When are we gonna make another
	picture?

		ED
	Soon, Bela... Soon.

						CUT TO:

INT. CAMERA RENTAL HOUSE - DAY

Ed is desperately trying to cut a deal with the OLD MANAGER.

		ED
	Please, I just need it for one
	afternoon!

		OLD MANAGER
	Ed, if I cut a deal for you, I gotta
	cut one for everybody.

		ED
	This is different!  It'll mean so
	much to me.  All I need is a camera
	and a tripod.  No lights, no sound.
	Nothin' fancy.

		OLD MANAGER
	And that's it?

		ED
	And one roll of film.

The old guy gives Ed a tough look.

						CUT TO:

EXT. BELA'S HOUSE - DAY

Bela is dressed in his Sunday finest, standing in front of his
little house.  He wears a cloak and a wide-brimmed hat.

		BELA
	This is so exciting.  Another
	production!

WE WIDEN.  Out on the lawn... is just Ed.  With the camera.

		BELA
	So Eddie, don't we need a sound crew?

		ED
	No, this is just the second unit.
	We'll do the main footage later.

		BELA
	Oh.  So what is the scene about?

		ED
		(improvising)
	Uh... you're a very important and
	respected man.  You're leaving your
	house... and you're in a hurry to a
	big social event.

Bela nods.  He mulls this over.

		BELA
	Okay.  But what if I'm not in too big
	a hurry?  What if I take a moment to
	slow down and savor the beauty of
	life?  To smell a flower?

		ED
		(he smiles)
	That's great.  Let's do a take.

WIDE

Bela goes in the front door.  Ed gets behind the camera, then
turns it ON.

		ED
	Okay, roll camera!  Rolling.  Scene
	One, Take One!
		(pause)
	And... ACTION!

There's a moment.  And then Bela slowly steps outside, calm,
dignified, walking with a cane.  He looks about -- and then
something catches his eye.  He leans down and picks a flower.

Bela smells the flower, then abruptly drops it.  He starts
crying.  A pause, and then he composes himself.  The old man
slowly shuffles out of frame.

Ed peers emotionally from behind the camera.

		ED
	And, cut...

		BELA
	Eddie, how was I?

		ED
		(quiet)
	Perfect.

Bela is pleased.

		BELA
	Good.
		(beat)
	Now what about my close up?

						CUT TO:

EXT. HOLLYWOOD DUPLEX - DUSK

Ed's Nash convertible pulls up outside a neat little duplex in
a nice neighborhood.  Ed is dressed up for a date.  He checks
his hair nervously in the mirror, revealing an anxious
boyishness we've never seen before.

Ed carries a bouquet of flowers to the front door.  He rings
the bell.  Kathy opens the door.  She looks very pretty in a
full skirt with a crinolin.

		KATHY
	Oh, flowers!  I didn't know you were
	so traditional.

		ED
		(a little embarrassed)
	I just picked them up on the way
	over...

		KATHY
	They're very nice.
		(she smiles sweetly)
	Let me get my coat.

EXT. CARNIVAL - NIGHT

Ed and Kathy are at a tattered traveling carnival.  Rattling
steel rides and flashing lights spin about them.  They stroll
through the crowds eating cotton candy.  Kathy wears one of
Ed's flowers on her dress.

		KATHY
	So have you always lived in L.A.?

		ED
	No.  I'm from back east.  You know,
	All-American small town... everybody
	knew everybody, I was a Boy Scout,
	my dad worked for the post office...

		KATHY
	Sounds like you lived in Grovers
	Corners.

INT. SPOOK HOUSE - NIGHT

Ed and Kathy ride through the old mechanical spook house.

		KATHY
	Did you find it boring?

		ED
	Nah, 'cause I had my comic books.
	And I read pulp magazines.  And I
	listened to the radio dramas...

A wooden WITCH jumps out at them.  They ignore it.

		KATHY
	Oh.  I loved those shows!  "Inner
	Sanctum"... "The Shadow" --

		ED
		(getting excited)
	Yeah!  Don't forget "Mercury
	Theatre"... And then every Saturday,
	I'd go to the little movie theater
	down the street.  I even started
	ushering there.

A creaky GHOST flies overhead.

		KATHY
	You're not gonna believe the first
	picture I ever saw.  Your friend's.

		ED
	What do you mean?

		KATHY
	"Dracula."

Ed freaks out.

		ED
	That's INCREDIBLE!  That's the first
	picture I ever saw!!

WIDE

Mechanical BATS drop down and flap around them.

		KATHY
	That is incredible!
		(beat)
	You know, I had to sleep with the
	lights on for a week after seeing
	that movie.

		ED
	I had to sleep with the lights on for
	a month.
		(he smiles)
	But I never missed a Lugosi picture
	after that.

		KATHY
	A few years ago, I actually saw him
	do "Dracula" live.  I thought he was
	much scarier in person.

CLOSEUP - ED

He starts at Kathy in wonder.  He is overcome.

Their car SMASHES through the tin exit doors.

EXT. SPOOK HOUSE - SAME TIME

Ed and Kathy's little car comes to a stop.  He gets very
serious.

		ED
	Kathy, I'm about to tell you
	something I've never told any girl
	on a first date.  But I think it's
	important that you know.
		(beat)
	I like to wear women's clothes.

		KATHY
	Huh?

		ED
	I like to wear women's clothes:
	Panties, brassieres, sweaters,
	pumps... it's just something I do.
	And I can't believe I'm telling you,
	but I really like you, and I don't
	want it getting in the way down the
	road.

Kathy is amazed.  She contemplates all this.

		KATHY
	Does this mean you don't like sex
	with girls?

		ED
	No! I love sex with girls.

		KATHY
	Oh.  Okay.

		ED
		(surprised)
	Okay?

Kathy slyly grins.

		KATHY
	Okay.

Ed grins back.  A moment.

						CUT TO:

INT. ED'S HOUSE - DAY

Ed is on the telephone.  We SPLIT-SCREEN with Vampira.

		ED (on phone)
	Vampira!  Hi, it's Ed Wood.

		VAMPIRA (on phone)
	Ed, I told you, I don't wanna go out!

		ED
	No, don't worry, I moved on.  I was
	just calling to see if you want to
	attend the world premiere of my new
	film, "Bride Of The Monster."

		VAMPIRA
		(confused)
	Didn't you just make one called
	"Bride Of The Atom"?

		ED
	It's the same film.  But the
	distributor wanted a punchier title.
	C'mon!  It's gonna be a big event --
	we're going all out!  Bela, Tor, and
	Cris are coming.  You'll have fun!

Vampira rolls her eyes.

						CUT TO:

EXT. NEIGHBORHOOD MOVIE THEATER - NIGHT

Hundreds of KIDS and TEENAGERS enter a dilapidated second-run
theater.  A banner says "'Bride Of The Monster' World Premiere!
Celebrities In Person!"

EXT. DARK CITY STREET - SAME TIME

An antique limousine HEARSE drives down a dingy street.

INT. HEARSE

Ed drives.  Tor, ill Bela, Vampira, and Criswell are crammed in
with him, along with bewildered Kathy.

Everyone is dressed in gaudy "scary" outfits.  Tor wears his
frightening WHITE CONTACT LENSES.

		TOR
	My eyes are killink me.

		ED
	Don't worry.  We're almost there.

		BELA
		(still hoarse)
	Eddie, where are we?  We passed that
	carwash twenty minutes ago.

		CRISWELL
	I predict we're lost.

		VAMPIRA
		(to Bela)
	Hey!  You wanna watch the hands??

Bela sheepishly removes his hand from her thigh.

		BELA
	Sorry...

		ED
		(he looks around, baffled)
	Has anyone ever been to Downey?

INT. MOVIE THEATER - SAME TIME

The audience is so restless, they're practically rioting.  They
CLAP AND CHANT angrily.

A fat patronizing MANAGER steps on stage.

		THEATER MANAGER
	Children, if you don't calm down,
	there won't be the entertainment.

		ANGRY KID
	It was supposed to start an hour ago!

INT. HEARSE - SAME TIME

Tempers are flaring.

		TOR
	My eyes are burnink.

		KATHY
	Hey look!  There's the theater.

		TOR
	Where?  I can't see nothink!

EXT. THEATER - SAME TIME

The hearse pulls up.  A FRANTIC USHER runs over.

		FRANTIC USHER
	Thank God, you're here!  They're
	tearing the place apart!

The gang awkwardly steps out of the hearse.  Tor gets out and
blindly walks straight into a lamp post.  WHACK!  He yelps.

		TOR
	Ow.

Bela moves slowly, very feeble.  Vampira smooths out her slinky
black dress, then puts her arm around Bela to help him.

		FRANTIC USHER
	C'mon!  This way!

INT. THEATER - SAME TIME

Criswell points Tor in the right direction, and the group
stumbles in.  Ed escorts excited Kathy.

		KATHY
	I've never been to a premiere before.

The Usher opens the auditorium doors.

INSIDE

It's PANDEMONIUM.  People are screaming and shouting.  Kids jump
up and down, on top of the chairs.

Bela, Tor, Vaspira, and Criswell are alarmed.

The lights dim on and off.  Scratchy SPOOKY MUSIC blasts over
the sound system.

		ED
	Wow.  Go knock 'em dead!

Criswell pushes blind Tor towards the stage.  Tor sticks out
his arms and scarily staggers down the aisle.  Criswell
nervously follows.  Vampira escorts Bela.

The crowd BOOS.  They pelt our gang with popcorn.

Tor GROWLS like a monster.  Kids LAUGH and jeer.

ON ED AND KATHY

In back, Ed speaks in a frightening manner into a MICROPHONE:

		ED (amplified)
	Ooooo!  At the stroke of midnight,
	the witching hour, the ghouls arise
	from the dead!

DOWN THE AISLE

Tor slips in some butter.  He tumbles and falls.

A WOMAN'S VOICE cackles.

		WOMAN'S VOICE
	It's the blind leading the blind!

Tor staggers to his feet.  All disoriented, he starts walking
the wrong direction and falls over a chair.  People HECKLE.

Criswell quickly helps his up.

		TOR
	Dis is a nightmare.

		CRISWELL
	It's show biz.

Criswell pushes Tor in the right direction.  Some roughnecks
knock down Criswell and snatch his wallet.

A MEAN BOY jumps on his chair, ripping the stuffing out of the
seat.  He throws the fibers in the air, and they float over
Bela and Vampira.

		BELA
	What is that?

		VAMPIRA
	I think they're getting ready to burn
	this place down.

A HIGH SCHOOL PUNK runs up and grabs Vampira's breasts.

		HIGH SCHOOL PUNK
	Hey Vampira, how 'bout a little love?

		VAMPIRA
	Fuck off!

She impulsively swings her arm and SLAMS the kid.

ON STAGE

The Manager pleads to the mob.

		THEATER MANAGER
	Children, please!  Be calm!

Somebody throws a bottle and HITS him in the head.  He goes
down.

WIDE

The lights suddenly go off.  Some girls SCREAM.

Ed's panicked.  He grabs Kathy and runs down to his friends.

		ED
	C'mon!  We're getting the hell out
	of here!

Ed rounds up Bela, Tor, Criswell, and Vampira.

The crowd BOOS louder.  Blind Tor is totally confused.

		TOR
	What is happening?

		ED
	We're escaping!

The group runs up the aisle and leaves.  As the doors close,
"Bride Of The Monster" starts unspooling on the screen.

EXT. THEATER - SAME TIME

The gang frantically runs out, scared for their lives.

They look over.  Some JUVENILE DELINQUENTS are stripping the
hearse.

		VAMPIRA
	We're gonna die.

The theater doors CRASH open.  The angry mob pours out.

Ed spins wildly around... and sees a cab approaching.

		ED
	Stop!

		KATHY
	STOP!

Kathy runs frenziedly into the street and throws herself at the
cab.  It screeches to a halt.

Everybody sprints over and jumps in.  The cab ROARS away.

INT. CAB - SAME TIME

All of them are breathing heavily.  They watch in the rear
window as they drive away from the rampage.

A nervous silence.  Until Bela speaks.

		BELA
	Now that was a premiere.

All of them LAUGH.

						CUT TO:

EXT. HOLLYWOOD BOULEVARD - DAY

Bela and Ed stroll down the street, in high spirits.  Bela
smokes a big fat cigar.

		BELA
	Last night was quite a romp.

		ED
	Did you see that kid grab Vampira's
	tits?

		BELA
	I envied him.
		(he chuckles)
	Hell, I envied you too, having a
	girlfriend that would jump in front
	of a car like that.

		ED
	Yeah, she's really somethin'.

		BELA
	I know none of my wives would've.

Ed laughs.  Bela puffs his cigar.

		BELA
	Eddie, I want to thank you.  These
	last few days have been a good time.

		ED
	I just wish you coulda seen the
	movie.

		BELA
	No problem.  I know it by heart...

Bela stops walking.  And in a BOOMING, THEATRICAL VOICE, he
suddenly launches into his impassioned, climactic speech from
"Bride Of The Monster."

		BELA
	"Home.  I have no home.  Hunted...
	despised... living like an animal
	-- the jungle is my home!  But I
	will show the world that I can be
	its master.  I shall perfect my own
	race of people... a race of atomic
	supermen that will conquer the
	world!"

Ed is touched.

A few people around them APPLAUD.

Bela's face lights up, proud.  An awed MIDWESTERN TOURIST hands
him a pen and paper.

		TOURIST
	Mr. Lugosi, could I have your
	autograph?

		BELA
	Certainly.

		TOURIST
	Boy, that was incredible.  You're
	just as good an actor as you always
	were.

Bela puffs out his chest majestically.

		BELA
	Better.
		(beat)
	I'm seventy-four, but I don't know
	it.  If the brain is young, then the
	spirit is still vigorous... like a
	young man.

Bela turns and smiles wanly at Ed.

Ed smiles back.

						CUT TO:

INT. ED'S KITCHEN - NIGHT

Ed and Kathy stand in his kitchen, making dinner.  She sticks
her finger in a pot.

		KATHY
	Ed, this spaghetti sauce is
	delicious.

		ED
	Thanks.  It's actually the only thing
	I know how to make.
		(he motions)
	Hey, can you grab that strainer?

She holds a strainer.  Ed pours the spaghetti over it.

Suddenly the PHONE rings. Ed groans.

		ED
	Ugh! Always at the wrong time.
		(he ANSWERS the phone)
	Hello?

He listens.

And then, he gets a very somber expression.

		ED
	Oh no...

Ed HANGS UP the phone.  He looks pained.

		KATHY
	What was that?

		ED
		(quiet)
	Bela died.

						CUT TO:

INT. FUNERAL HOME - DAY

It's Bela's funeral.

Ed sits crying in the front row, with Kathy at his side.

All Bela's friends are there.  They're very subdued.

THE CASKET

Bela lies inside, made up in his full Dracula outfit.  His hair
is died black, and he wears the famous cape.

EXT. HOLY CROSS CEMETERY - DAY

On a grassy hill, Bela is laid to rest.  The small crowd of
mourners stands silhouetted against the dark gray clouds.

The coffin is lowered into the ground.  Ed stands at the front,
silently watching.

AT A DISTANCE

A few TABLOID PHOTOGRAPHERS snap pictures.

		PHOTOGRAPHER #1
	Whose crazy idea was it to bury him
	in the cape?

		PHOTOGRAPHER #2
	I heard it was in the will.  It was
	how he wanted to be remembered.

						CUT TO:

INT. SCREENING ROOM - DAY

Ed is alone in a darkened screening room, depressed.

Playing on the SCREEN is the last footage of Bela: Bela
stumbles around in front of his house and smells the flower.

Ed drinks out of a flask.

The film runs out.  A VOICE comes over a loudspeaker.

		VOICE
	Do you want me to run it again?

Ed silently nods.

						DISSOLVE TO:

INT. ED'S APARTMENT - NIGHT

Ed's apartment has gone to hell.  Ed is in a robe, unshaven and
clutching a bottle of whiskey.  Newspapers are everywhere.

Bela's and Ed's dogs eat out of the trash.

Kathy tries to straighten things up.  Ed stares listlessly.

		ED
	I'd seen him in a coffin so many
	times, I expected him to jump out...

		KATHY
	Ed, you've got to snap out of this.
	Bela's dead -- you're not!

		ED
	I might as well be.  I made shitty
	movies that nobody wanted to see.
		(beat)
	I blew it.  All he wanted was a
	comeback... that last glory...

		KATHY
	Well you tried --

		ED
		(angry)
	I was a fuckin' HACK!  I let people
	recut the movies, cast their
	relatives...
		(beat)
	I let Bela down...

						CUT TO:

EXT. ED'S APARTMENT BUILDING - DAY

A new Studebaker pulls up.  A bumper sticker says "JESUS SAVES"

A man in a plain brown suit steps out.  This is J. EDWARD
REYNOLDS, 50, Ed's santironious southern Christian landlord.
Reynolds assertively bangs on Ed's front door.

		REYNOLDS
	Mr. Wood?!

		ED (O.S.)
	Hruphh...?

		REYNOLDS
	Mr. Wood, this is Mr. Reynolds, your
	landlord.  Could you please open up?

The door opens a crack.  Bleary Ed peers out.

		ED
	Yeah...?

		REYNOLDS
	Mr. Wood, you have bounced your third
	and final rent check.

		ED
		(he sloppily lies)
	I'm real sorry.  My stockbroker must
	have transferred the wrong account...
	C'mon in, I'll write you another one.

INT. APARTMENT - SAME TIME

Ed motions Reynolds in.  Reynolds peers unsurely at the tornado
inside.  Then he notices a framed one-sheet for "BRIDE OF THE
MONSTER."  Reynolds admires it.

		REYNOLDS
	Hmm, so you're in the picture
	business?

		ED
		(rummaging for a check)
	You could say that --

		REYNOLDS
	I'm interested in the picture
	business.  My associates and I wish
	to produce a series of uplifting
	religious films, on the Apostles.
	But unfortunately, we don't have
	enough money.

		ED
		(distracted)
	Raising money is tough.

		REYNOLDS
	Oh!  Our church has the money for one
	film.  We just don't have it for all
	twelve...

ANGLE - ED

His eyes suddenly pop.

The color comes back to his fact.  A plan is quickly boiling
over inside Ed's head.  He starts feverishly pacing around.

		ED
	Okay -- you know what you do?  You
	produce a film in a commercially
	proven genre.  And after it's a hit,
	you take the profits from that, and
	make the twelve Apostles' movies.

		REYNOLDS
	Would that work?

		ED
	Absolutely!  You see this script..?

Ed randomly grabs a script off the messy floor, then glances
down, to see which one he picked up.  It says "Graverobbers
From Outer Space."

		ED
	"Graverobbers From Outer Space"!
	It's money in the bank.

		REYNOLDS
	Graverobbers from what??

		ED
	From outer space!  It's science-
	fiction.  Very big with the kids!
	If you make this picture, you'll have
	enough money to finance a HUNDRED
	religious films!
		(beat)
	And pay my back rent from the
	profits.

Reynolds scratches his head.

		REYNOLDS
	I don't know... this is all a lot to
	absorb.

		ED
	It's a guaranteed blockbuster!

		REYNOLDS
	Um, I understand that this science
	friction is popular -- but don't the
	big hits always have big stars?

		ED
		(in a frenzy)
	Yeah, well we've GOT a big star!
	Bela Lugosi!!

		REYNOLDS
		(mystified)
	Lugosi??!  Didn't be pass on?

Ed grins maniacally.  He grabs a SMALL REEL of 35mm film.

		ED
	Yes, but I've got the last footage
	he ever shot!

		REYNOLDS
	Just, it doesn't look like very much.

		ED
	It's plenty!  It's the acorn that
	will grow a great oak.  I'll just
	find a double to finish his scenes,
	and we'll release it as "Bela
	Lugosi's Final Film"

A beat.  Reynolds stares, intrigued...

						CUT TO:

INT. ED'S APARTMENT - LATER

The place is cleaned-up.  Ed shouts excitedly into the phone.

		ED
	Bunny!  We're making another film!
	Yeah -- I got the Baptist Church of
	Beverly Hills to put up the cash!

Paul sticks his head in.

		PAUL MARCO
	Ed, I got the Lugosi lookalikes
	outside.

		ED
	Great!  Bring 'em in!  Bunny, I gotta
	run.

Ed hangs up.

Paul leads in THREE.  They look nothing like Bela.  One is
a HOMELESS BUM, one is a SHORT FAT MAN, and one is CHINESE.

Ed inspects them.

		ED
	Too tall... too short...
		(he glances at the Chinese guy)
	And this guy doesn't work at all.

		PAUL MARCO
	Well I was thinkin' like, when Bela
	played "Fu Manchu."

		ED
	That was Karloff.
		(beat)
	Paul, you gotta try harder.  I don't
	want this film to be haif-assed.
	This time, we go for the quality.

Paul turns to go.

		ED
	And by the way, keep Sunday free.
	The producers want all of us to get
	baptized.

						CUT TO:

INT. KATHY'S APARTMENT - DAY

Kathy reads a newspaper while knitting an angora sweater.  Ed
is typing deliriously fast -- in one of his artistic fevers.

		ED
	You know, when you rewrite a script,
	it just gets better and better!

		KATHY
	Do you want your buttons on the left
	or the right?

		ED
	The left.  It's more natural.
		(he squints at his script)
	Hey, I've got a scene where the
	aliens have the ultimate bomb.  What
	would that be made of?

		KATHY
	Uh, atomic energy?

		ED
	No.  They're beyond that!  They're
	smarter than the humans.  What's more
	advanced?

		KATHY
	Dynamite --

		ED
	No, BIGGER!  What's the biggest
	energy??

		KATHY
	The sun.

		ED
		(ecstatic)
	Yes!  BINGO!  Solar energy!  Oh
	that's gonna seem so scientific.
		(he resumes TYPING)
	This movie's gonna be the ultimate
	Ed Wood film.  No compromises.

Kathy suddenly jumps up, shocked.

		KATHY
	Oh my God.  Look at this!

She runs over and shows Ed the newspaper.

INSERT - THE NEWSPAPER

A small headline says "VAMPIRA REVEALED TO BE RED."  Underneath
is the story: "Channel 7 has fired popular horror hostess
Vampira, after learning of her suspected communist leanings..."

ON ED AND KATHY

They're astonished.

		ED
	Those assholes.

		KATHY
	The poor girl's out of a job.

		ED
	Yeah...
		(he looks up)
	I should give her a call.

						CUT TO:

INT. COFFEE SHOP - DAY

Ed and Kathy sit with a shaken-up Vampira.

		ED
	I'm really sorry...

		VAMPIRA
	It's terrible.  People won't even
	return my calls.  It's like I don't
	exist.

		ED
	I know what that's like.
		(he pulls out his SCRIPT)
	Anyway, I brought a copy of the
	script.  You would play the "Ghoul's
	Wife."

		VAMPIRA
		(she grimaces)
	The Ghoul's Wife?!  God, I can't
	believe I'm doing this...

		KATHY
	You should feel lucky.  Ed's the only
	guy in town who doesn't pass judgment
	on people.

		ED
		(he laughs)
	Hell, if I did, I wouldn't have any
	friends.

Vampira smiles uncomfortably.

		VAMPIRA
	Look... would it be possible to make
	the "Ghoul's Wife" a little less
	prominent, so people won't really
	notice me in the movie?

		ED
	You don't wanna be noticed?

		VAMPIRA
	Exactly.  Hey, how 'bout this -- what
	if I don't have any lines?  I'll do
	the part mute!

Kathy suddenly sees someone.

		KATHY
	Look, it's Dr. Tom.
		(she SHOUTS)
	Hey, Dr. Tom!

		ED
	Who's Dr. Tom?

		KATHY
	My chiropractor!

DR. TOM MASON, a tall, slender 35-year-old chiropractor,
strides over.  He smiles.

		DR. MASON
	Kathy, how are you?!  You're looking
	in alignment today.

		KATHY
	Actually, my neck's a little funny.

Dr. Mason grabs Kathy's neck and CRACKS it loudly.

ON ED

Ed stares at the Doctor in astonishment.  Ed is riveted.

		     ED
	Wait a second.  Don't move!

Ed excitedly jumps up, takes his NAPXIN, and covers the
Doctor's face from the nose down.

		ED
	It's uncanny.

		VAMPIRA
	What's uncanny?

		ED
	LOOK AT HIS SKULL!

						CUT TO:

INT. BAPTIST CHURCH OF BEVERLY HILLS - DAY

Services are in progress.  J. Edward Reynolds leads a CHOIR
singing an emotional SPIRITUAL.

Ed, Tor, Criswell, Paul, Conrad, Vampira, Kathy, Bunny, and Dr.
Tom Mason sit in back.  They're all wearing white robes and
arguing about the doctor.

		TOR
	He look nutink like Bela!

		CONRAD
	He's kinds got his ears.

		TOR
	You're stupid!

		KATHY
	No, cover up his face.

Kathy lifts Dr. Mason's robe over his bewildered face.

		CRISWELL
	Ah!  Now I see it.

		DR. MASON
		(goofily imitating Bela)
	"I want to suck your blood!"

Everybody CRACKS up.  Ed waves his arms.

		ED
	SHHH!  We want these Baptists to like
	us.

Like bad kids, they quiet down.  Ingenuous Southern REVEREND
LYN LEMON speaks up front.

		REVEREND LEMON
	Brothers and Sisters, we've reached
	a special part of the service.  The
	baptism of our new members!
		(beat)
	If the congregation will oblige, we'd
	like to adjourn and reconvene at Emma
	DuBois's back yard.

EXT. BACKYARD - DAY

The straight-laced, devout CONGREGATION is gathered around a
large SWIMMING POOL.  Reverend Lemon, Reynolds, and our misfits
stand in the shallow end, in their white robes.

Criswell whispers to Vampira.

		CRISWELL
	Why couldn't we do this in the
	church?

		VAMPIRA
	Because "Brother TorФ couldn't fit
	in the sacred tub.

MONTAGE:

THE REVEREND BAPTIZES ED

		REVEREND LEMON
	...Do you accept the Lord Jesus
	Christ as your savior?

		 ED
	I do.

Reynolds DUNKS Ed in the water.

THE REVEREND BAPTIZES BUNNY

		REVEREND LEMON
	...Do you reject Satan and all his
	works?

		BUNNY
		(hiding a smirk)
	I do.

Reynolds DUNKS Bunny.

THE REVEREND BAPTIZES TOR

		REVEREND LEMON
	...Do you repent for all your sins?

		TOR
	I do.

Tor winks slyly at Criswell.

Reynolds DUNKS Tor.  But Tor slips from Reynolds' grasp and
sinks to the bottom of the pool.

		REYNOLDS
	Oh my God, I dropped him --

Tor lies on the bottom, staring lifeinsly.

		CRISWELL
		(mischievous)
	I don't think he's coming up!

		REVEREND LEMON
	Lord no!  The man's drowning!

		REYNOLDS
		(scared)
	What do we do?!

		REVEREND LEMON
	Help!  HELP!!!

The whole Congregation starts JUMPING IN.  Men and women in
their Sunday finest leap into the pool and start tugging on
Tor.  But nobody can budge the big whale.

		REVEREND LEMON
		(near tears)
	Dear Jesus, please forgive us!

ON TOR

He suddenly rises, Poseidon-like, from the pool.

Tor spits out water, then lets out a hearty BELLY LAVGH.

		TOR
	Tor make good joke!

The Baptists aren't amused.

						CUT TO:

INT. CITY BUS - MORNING

A bus drives along.  Every PASSENGER stares at something up
front -- Vampira, in her slinky black outfit.  She reads a
"Grave Robbers From Outer Space" script.

EXT. SCUMMY NEIGHBORHOOD - SAME TIME

The bus stops in a scary, run-down neighborhood.  Vampira
off and warily looks around.

		VAMPIRA
	This can't be the right address...

She nervously walks down a dingy alley.  Vampira gets to an
unmarked grimy door, gulps, then slowly opens it...

INT. WAREHOUSE SOUNDSTAGE - DAY

And inside is the "Grave Robbers From Outer Space" famous
CEMETERY SET!  The film is in production!  Packed into a
stinking little studio are a few scrawny twigs, branches, and
flimsy cardboard tombstones set against a black drop.

Tot struts about gregariously, in his "Inspector Clay" suit.
He chats up the CREW.

		TOR
	I am so happy!  Finally I am star wit
	dialogue!  I memorized every wordt.
	Eddie will be so proud!

The Baptists chase Ed around.  They wave the script.

		REYNOLDS
	Before we start shooting, Mr. Wood,
	we have a few questions --

		REVEREND LEMON
	The script refers on numerous
	occasions to graverobbing.  Now we
	find the concept of digging up
	consecrated ground highly offensive.
	It's blasphemy.

		ED
		(very annoyed)
	What are you talking about?!  It's
	the premise of the movie.  It's even
	the title, for Christ's sake!

		REVEREND LEMON
		(shocked)
	Mr. Wood!

		REYNOLDS
	Yes, about that title, it strikes us
	as very inflammatory.  Why don't we
	change it to "Plan Nine From
	Outer Space"?

Ed shakes his head.

		ED
	That's ridiculous!

						WIPE TO:

CEMETERY SET

They're filming the COPS arriving at the pitch-black cemetery.
There's a prop police car, and an assistant blows fog in.

		ED
	And, ACTION!

Tor steps onto the set

		TOR (as Inspector Clay)
	"Medicul eksaminer been aroundt yet?"

		COP
	"Just left.  The morgue wagon oughta
	be along most any time."

		TOR
	"You get statement frumk vitnesses?"

		COP
	"Yeah, but they're pretty scared."

		 TOR
	"Findink mess like dis oughta make
	anyone frightened.  Have one of da
	boyz take dem back to town.  You
	take jarge."

ON THE CREW

Everybody grices, trying to understand Tor.  The SCRIPT GIRL
shakes her head.

The Baptists angrily pull Ed aside.

		REYNOLDS
	What'd you give him all the lines
	for??  He's unintelligible!

		ED
	Look, Lugosi is dead and Vampira
	won't talk.   Ihad to give somebody
	the dialogue.

		REVEREND LEMON
	That's not an answer.

						WIPE TO:

ANOTHER SCENE BEING SHOT - LATER

As Inspector Clay, Tor wanders around the "cemtery," waving
his flashlight and nervously fingering his gun.

Ed grins at the Baptists.

		ED
	See, no talking.  Isn't he good?
		(he grabs his MEGAPHONE)
	CUE DR. TOM!

		DR. TOM (o.s.)
	Now?

		ED
	YES, NOW!  LURK HIM.  AND BE SURE TO
	KEEP YOUR FACE COVERED!

The door of a large paper-mache crypt creeps open.  Dr. Tom
uncertainly steps out, impersonating Bela.  He holds the cape
over his face and stalks Tor.

Ed is pleased as punch.  He whispers to the Baptists.

		ED
	Isn't it wonderful?  Bela lives!

		REVEREND LEMON
	Doesn't this strike you as a bit
	morbid?

		ED
	No, he would've loved it!  Bela's
	returned from the grave -- like
	Dracula.
		(he grabs the MEGAPHONE)
	CUE VAMPIRA!

Vampira steps out, walking in a trance.  Tor is now cornered.
He fruitlessly FIRES his gun, but bullets can't stop zombies.
Vampira and Dr. Tom kill him.  Tor screams.

						WIPE TO:

ANOTHER SCENE GETS SHOT - LATER

Paul and Conrad are scared cops exploring the cemetery.

		CONRAD (as a cop)
	"Let's go down and find out whose
	grave it is."

		PAUL MARCO (as a cop)
	"Why do I always get hooked up with
	these spook details?  Monsters!
	Graves!  Bodies!"

		ED
	CUE THE FLYING SAUCER, RAY!

Off-stage, a grip on a ladder pans a 10K SEARCHLIGHT.

The LIGHT crosses the actors.  They look up in horror, then
clumsily fall down.  A rickety fake tombstone tips over.

		ED
	And PERFECT.  CUT!

		REYNOLDS
		(freaking out)
	"Perfect"?  Mr. Wood, do you know
	anything about the art of film
	production?!

		ED
	I like to think so.

		REYNOLDS
	That cardboard headstone tipped over.
	This graveyard is obviously phony!

		ED
	People won't notice.  Filmmaking
	isn't about picky details -- it's
	about the big picture.

		REYNOLDS
	Oh, you wanna talk about the "big
	picture"?!  How 'bout that the
	policemen arrive in the daylight, but
	now it's suddenly night???

Ed suddenly flips out.  He's livid.

		ED
	YOU DON'T KNOW ANYTHING!  Haven't you
	ever heard of "suspension of
	disbelief"?!

A STRAPPING YOUNG MAN walks up.  He smiles at the Baptists,

		STRAPPING YOUNG MAN
	Reverend, I'm here.

		ED
		(baffled)
	Who's he?

		REVEREND LEMON
	This is our choir director.  He's
	gonna play the young hero.

		ED
		(furious)
	Are you IN5ANE?  I'm the director!
	I make the casting decisions around
	here!

		REVEREND LEMON
	I thought this was a group effort.

		ED
	NOOOOO!!!

Ed spastically storms away.

INT. DRESSING ROOM - SAME TIME

Ed bursts in.  He paces about, hysterically traumatized.

		ED
	They're driving me crazy!  These
	Baptists are stupid, stupid, STUPID!

Ed glances at a clothing rack -- and sees an ANGORA SWEATER.

Ed is taken aback.  He slowly removes it from the hanger and
rubs it against his face.  His breathing slows.

		ED
	Mmm.  I need to calm... Take deep
	breaths...
		(he rubs the angora)
	Ohh, it's so smooth...

INT. SOUNDSTAGE - SAME TIME

The dressing room door flies open.  Ed slowly struts out, in
the sweater, pantsuit, and pumps.  He is calmed and at
ease.

The stage quiets.  People are staring.

		ED
	Okay, everyone!  Let's set up for
	Scene 112!  Move the crypt stage left
	and get ready with Tor's make-up
	effect.

The crew resumes working.  But the Baptists charge up, aghast.

		REVEREND LEMON
	Mr. Wood?  What do you think you're
	doing?!

		ED
	I'm directing.

		REYNOLDS
	Not like THAT, you're not!

		REVEREND LEMON
	Remove that get-up immediately.  You
	shame our Lord.

Ed throws up his hands.

		ED
	That's it.  I give up!

						CUT TO:

EXT. SOUNDSTAGE - DAY

Ed frantically marches out of the building.  He's still in his
ladies' outfit.  Ed sees a cab and WHISTLES loudly.

The cab pulls over.  Ed jumps in.

		ED
	Take me to the nearest bar.

						CUT TO:

INT. MUSSO & FRANKS - DAY

The place is quiet, mid-morning.  Frazzled Ed enters and sits
at the bar.

		ED
	Imperial whiskey, straight up.

The bartender nonchalantly pours a shot.  Ed takes the drink.
He quietly sips his booze and reflects upon his day.

Ed glances around. And then, suddenly -- his eyes widen.

Sitting at a table is ORSON WELLES!  The portly, world-famous
filmmaker sits alone, eating lunch with one hand and drawing
STORYBOARDS with the other.

Ed is thunderstruck.

		ED
	Oh my God.  It's Orson Welles...

Ed nervously stands.  He starts to step forward -- when he
catches his own reflection in a mirror.  He's still in drag.

		ED
	Oh shit.

Ed rolls his eyes.  He runs his hand through his hair, then
slowly approaches Orson Welles.  Ed is terrified.

		ED
	Excuse me, Sir...?

		ORSON WELLES
		(he casually looks up)
	Yes?

		ED
	Uh, uh, I'm a young filmmaker, and
	a really big fan... and I just wanted
	to meet you.

		ORSON WELLES
		(he extends his hand)
	My pleasure.  I'm Orson Welles.

		ED
	Oh.  Um, I'm Ed Wood!
		(he smiles anxiously)
	So, what are you working on now?

		ORSON WELLES
	Eh, the financing just fell through
	for the third time on "Don Quixote."
	So I'm trying to finish a promo for
	something else.  But I can't find the
	soundtrack --
		(he shrugs)
	I think I left it in Malta.

Ed is astonished.

		ED
	I can't believe it.  These sound like
	my problems!

		ORSON WELLES
	It's the damn money men.  You never
	know who's a windbag, and who's got
	the goods.  And then they all think
	they're a director...

		ED
	Ain't that the truth!  I've even bad
	producers recut my movies --

		ORSON WELLES
	Ugh, I hate when that happens.

		ED
		(on a roll)
	And they always want to cast their
	buddies -- it doesn't even matter if
	they're right for the part!

		ORSON WELLES
	Tell me about it.  I'm supposed to
	do a thriller at Universal, and they
	want Charlton Heston to play a
	Mexican!

Ed shakes his head.  He's discouraged.

		ED
	Mr. Welles, is it all worth it?

		ORSON WELLES
	It is when it works.
		(solemn)
	You know the one film of mine I can
	stand to watch?  "Kane."  The studio
	hated it... but they didn't get to
	touch a frame.
		(he smiles warmly)
	Ed, visions are worth fighting for.
	Why spend your life making someone
	else's dreams?

CLOSEUP - ED

He has seen God.

		ED
	Wow.

				     CUT TO:

INT. SOUNDSTAGE - DAY

Ed bursts onto the stage, a changed man.  Re-energized, he
confidently grabs the Baptists.

		ED
	Mr. Reynolds!

		REYNOLDS
	Yes?

		ED
	We are gonna finish this film just
	the way I want it!  Because you can't
	compromise an artist's vision!

		REVEREND LEMON
		(flustered)
	B-but it's our money --

		ED
	And you're gonna make a bundle.  This
	movie's gonna be famous!  But only
	if you SHUT UP, and let me do it my
	way!

Reynolds and Rev. Lemon are speechiess.

CLOSEUP - ED

He beams, turns and SHOUTS TRIUMPHANTLY into the soundstage.

		ED
	ALRIGHT!  ACTORS IN POSITION!  LET'S
	FINISH THIS PICTURE!!

						WIPE TO:

"PLAN 9" MONTAGE:

SCENE IN THE CEMETERY SET

Tor plays a zombie rising from the dead.  He wears the scary
white contact lenses.  Tor's so big, he has trouble lifting
himself from the grave.

EDITING ROOM

Ed and his stock footage buddy watch a moviola.

		ED
	Okay, I want that tank!  And I want
	that bomb!

SOUNDSTAGE

Harry paints Bunny's face GREEN, like a Martian.  Ed yells.

		ED
	NO!  The aliens should look like
	people.

		MAKE-UP MAN HARRY
	I'm tellin' ya, aliens are always
	green.

		ED
	Not in my movie, they're not!

SCENE IN THE SPACESHIP SET

Bunny's make-up is now normal.  He wears an alien
suit.  A HAMMY ALIEN enters and salutes with a bizarre
crossing gesture.

		BUNNY
	"What plan will we follow?"

		HAMMY ALIEN
	"Plan Nine."

		BUNNY
	"Plan Nine..."
		(he consults his papers)
	"Ah yes.  Plan Nine deals with the
	resurrection of the dead."

SCENE IN THE CEMETERY

Tor staggers up to Paul Marco and CLOBBERS him.

OFF-STAGE

Ed smiles at the Baptists.

		ED
	Maybe you guys were right.  "Plan
	Nine" is a good title.

MINIATURE CITY SET

Ed shoots the famous flying saucers.  Paul holds a paper plate
and Conrad lights it on fire.

The "saucer" soars on fishing line over a little miniature
town.

SCENE IN THE BEDROOM SET

Dr. Tom glides in, his cape over his face.  A woman SCREAMS.

COCKPIT SET

Ed stands in front of a masonite board and two chairs.  An
actor playing the AIRPLANE PILOT walks up.

		PILOT
	Where's the cockpit set?

		ED
	You're standing in it.
		(he yells off)
	Alright, bring in the shower curtain!

A shower curtain gets lowered into the doorway.

EXT. DUSTY ROAD

A car zooms by.  Kathy drives, as Ed shoots handheld out the
back window.

SCENE IN THE SPACESHIP SET

Th Hammy Alien argues with the humans.

		PILOT
	"So what if we develop this solarnite
	bomb?  We'd be even a stronger
	nation."

		HAMMY ALIEN
	"Stronger?  You see!  You see!!  Your
	stupid minds!  Stupid!  STUPID!"

		PILOT
	"That's all I'm taking from you."

He WHACKS the alien.  A brawl breaks out.

SCENE WITH CRISWELL

Criswell lectures behind a desk, with mysterious lighting

		CRISWELL
	"Perhaps on your way home, someone
	will pass you in the dark, and you
	will never know it.  For they will
	be from outer space."

SCENE IN THE CEMETERY SET

The famous shot: Tor and Vampira walk in a trance through
foggy cemetery.

Off-stage, Ed stands with the crew.  He shouts gleefully.

		ED
	More fog!  More fog!!
		(he beams)
	And CUT!  PRINT IT!  IT'S A WRAP!

END MONTAGE.

						CUT TO:

EXT. CITY - NIGHT

It's pouring rain.  Standing in the drench is Ed.  He's wearing
a tux, and fighting with his open convertible top.  The
Rambler is filled with water.

Kathy stands under an awning.  She wears a pretty gown.

		ED
	I can't get it to go up.

		KATHY
	Ed, you're gonna miss your own
	premiere.

		ED
		(he gives up)
	C'mon!  Let's just go.

Ed impulsively opens the car door.  Water pours out.  Kathy
scurries out and jumps in the wet car with him.

EXT. MOVIE THEATER - NIGHT

The rain is gushing down.  The marquee proclaims "WORLD
PREMIERE: PLAN 9 FROM OUTER SPACE!"

People hurry in.  Ed and Kathy roar up in the open convertible,
totally soaked.  He jumps out, opens her door, and they run
inside.

INT. THEATER - NIGHT

The theater is packed.  All the gang, and their friends and
families, are gathered.

Criswell stands on-stage, speaking into a mike.

		CRISWELL
	You are about to see en extraordinary
	motion picture.  But before it
	begins, I think we ought to give a
	hand to the man without whom we
	wouldn't be here tonight... Eddie,
	take a bow!

The crowd ERUPTS in applause.  Everybody goes crazy -- even the
Baptists.  People YELL "Speech! Speech!"

Ed smiles proudly.  Kathy kisses him.  Ed runs down front, hugs
Criswell, then takes the microphone.

		ED
	Thanks a million.  I just wanna
	say... this film is for Bela.

The lights dim.

						DISSOLVE TO:

MINUTES LATER

The title "PLAN 9 FROM OUTER SPACE" is projected onto the
screen.  As random IMAGES from the film play out, we drift over
the happy faces of our friends watching.

Paul and Conrad stare, enthralled.

Tor laughs as he sees himself.

Vampira giggles.  Bunny nudges her playfully.

Criswell mouths his own lines.

ON SCREEN

Bela appears, in his little suit.  In the last footage he ever
shot, he shuffles around in front of his house, then tenderly
smells the flower.

ON ED

He watches, entranced.  Then he smiles to himself.

		ED
	This is the one.  I know I'll be
	remembered for this film.

						CUT TO:

INT. THEATER LOBBY - LATER

The BOISTEROUS crowd is in high spirits.  People congratulate
Ed and pat him on the back.  "It was great!"  "It's your best
one yet!"  "Bela would've loved it!"

Ed drifts through the crowd, basking in the glory.  It's like a
wonderful dream.

EXT. THEATER - SAME TIME

The rain comes down in sheets.  The doors burst open, and Ed
and Kathy run out.

		KATHY
	Ed, I'm so happy for you.

		ED
	Let's get married.

		KATHY
		(startled)
	Huh?!

		ED
	Right now.  Let's drive to Vegas!

		KATHY
	But it's pouring.  And the car top
	is stuck!

		ED
		(he gives his killer grin)
	So?  It's only a five-hour drive.
	And it'll probably clear up, once we
	hit the desert.  Heck, it'll probably
	clear up once we drive around the
	corner.  I promise.

Kathy stares in disbelief.  Then she smiles.  They kiss.

Ed and Kathy jump into the open convertible.  The engine
starts, and they drive away, disappearing into the pouring
rain.

A moment.

And then, we move up, up, into the black clouds.  Lightning
CRACKS across the sky.

						OPTICAL:

We slowly PULL OUT from the sky, move through a window... and
we're back inside

INT. HAUNTED MANSION PARLOR - NIGHT

Criswell is sitting inside his coffin.  He stares at us.

		CRISWELL
	My friend, you have just seen the
	story of Edward D. Wood, Junior.
	Stranger than fact... and yet every
	incident based on sworn testimony.
		(his eyes gleam)
	A man.  A life.  Can you prove it
	didn't happen?

A beat, to ponder this.  And then Criswell slowly lies back in
his coffin, and the lid mysteriously closes over him.

						FADE OUT.


THE END
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