BAD TEACHER


                                  Written by

                        Lee Eisenberg & Gene Stupnitsky




                                                    June 6, 2008

                         

                         FADE IN:

          EXT. JOHN ADAMS MIDDLE SCHOOL - DAY

          To establish.
          A school marquee with removable plastic letters reads,
          "GOOD LUCK WITH FINALS!" A JANITOR opens the glass and
          starts removing the letters.

          INT. TEACHER'S LOUNGE - DAY

          POP! A Champagne cork hits the ceiling.
          TEACHERS who rarely get to drink at work, jockey for
          position, holding out their plastic flutes. (Note:
          female teachers outnumber male teachers 12:1.)
          PRINCIPAL WALLY SNUR, 40s, balding, faces the teachers.
          He has a habit of blinking hard before speaking.

                         PRINCIPAL SNUR
          Well, it's been another great year here
          at JAMS. Who can forget Mr. Pinkus'
          haunted classroom? Sandy, thank you.
          SANDY PINKUS, 40s, sporting a ponytail, smiles, clearly
          enjoying the small compliment.

                         SANDY
          I ain't afraid of no ghost.
          The other teachers laugh.

                         PRINCIPAL SNUR
          Or the wild success of...

          VOICE (O.C.)
          Wally, can I just say one quick thing?
          Wally turns to AMY SQUIRREL, late 20s, cute and
          wholesome. Any trace of sexuality she might have is
          wiped away by her adult pigtails. She treats students
          and adults alike -- like students.

                         AMY
          Just wanted to remind everyone the school
          day's not over. So let's keep the
          drinking under control, hmm? That's it.
          Back to you, Wally.
          A bunch of teacher roll their eyes.

                         

                         

                         

                         

                         PRINCIPAL SNUR
          Thanks, Amy,
          (then, back to his notes)
          . Or the wild success of the book drive
          for the women's prison sponsored by Ms.
          Savicki's class?
          A broad-shouldered teacher with spiky hair, MS. SAVICKI, nods.

          PRINCIPAL SNUR (CONT'D)
          But now as the summer is upon us, it's
          time to not only say goodbye to another
          school year, but to also say goodbye to a
          member of our faculty.

                         (BEAT)
          Elizabeth, can you come up here?
          ELIZABETH HALSEY, mid 20s, pretty and petite, walks up to
          the front. She sports an enormous diamond ring and dresses
          slightly more cosmopolitan than the other teachers.

          PRINCIPAL SNUR (CONT'D)
          You've only been with us for one short
          year, but know that you'll always be a
          part of the JAMS family.
          Elizabeth gives Principal Snur an appreciative smile.
          The Teachers lightly applaud.

          PRINCIPAL SNUR (CONT'D)
          And we got you a little something.
          Wally hands Elizabeth an envelope. She opens it and.
          pulls out a gift card: BOSTON MARKET. $37.

                         ELIZABETH
          Almost forty dollars. Thank you!

                         PRINCIPAL SNUR
          Why don't you say a couple words?

                         ELIZABETH
          Okay. Um... I'm not really good at this
          type of thing so I'll make it quick. I
          know I've only been here a year, but
          there's so much I'm going to miss...

          INT. ELIZABETH'S CLASSROOM - DAY

          Elizabeth sits at her desk, cleaning it out. She's tossing
          the few personal effects she has into a banker's box.

                         

                         

                         

                         

          3.

          ELIZABETH (V.0.)
          My students, probably most of all.I'm not
          saying they were little angels, butthey
          were all there to learn and that'sthe
          greatest gift a student can give a teacher.
          Elizabeth's class is horsing around, enjoying the last
          days of seventh grade.
          A dim-looking BOY tentatively approaches her desk with
          his yearbook in hand. He hands it to Elizabeth, who
          considers what to write for a beat, then smiles as she
          signs it.

          INT. JOHN ADAMS MIDDLE SCHOOL - HALLWAY - DAY

          Elizabeth walks down the hall holding her box.
          SIXTH, SEVENTH and EIGHTH graders all race past her,
          running toward their summer vacation.

          ELIZABETH (V.0.)
          And I wish that I had gotten to know all of
          you better, but between four classes and
          planning a wedding, I had my hands full.
          From the little I do know about you, I know
          that our students are in good hands.
          Elizabeth passes Amy's classroom, where she is carefully
          removing inspirational posters from her walls and rolling
          them into cardboard tubes.

          EXT. JOHN ADAMS MIDDLE SCHOOL - DAY

          Three middle school BURNOUTS are smoking weed in a
          thicket on the outskirts of the school property.

          ELIZABETH (V.0.)
          And I can't believe it's all over. This
          year flew by. And even though I'll never
          teach again professionally, I've realized
          that I don't need a blackboard and
          classroom to set an example.
          Elizabeth comes up behind them.

                         ELIZABETH (CONT'D)
          Hand it over.
          The Burnouts' eyes all go wide and they freeze. One of
          the burnouts hands her the joint.

                         

                         

                         

                         

                         ELIZABETH (CONT'D)
          Everything.
          The kids look at each other and then pull out a bag with
          a couple of joints. They hand it over to Elizabeth.

                         ELIZABETH (CONT'D)
          This was a warning. Next time, I don't
          call the principal. I call the cops.

          EXT. JOHN ADAMS MIDDLE SCHOOL - TEACHER PARKING LOT - DAY

          Elizabeth walks to her brand new MERCEDES. She gets in,
          pulls out a joint and lights it. She takes a huge TOKE,
          and then PEELS out of the lot. She tosses her banker's
          box out the window and extends her hand, giving the
          school THE FINGER.

          ELIZABETH (O.S.)
          Woo-hoo!
          A couple students look at her strangely.

                         ANGLE ON
          The dim-looking kid that had Elizabeth sign his yearbook.
          He flips to the faculty section, and by the picture of
          Elizabeth is her message: "YOU ARE ILLITERATE!"

                         DIM-LOOKING KID
          (struggling to read)
          You are... Illit... Illit...
          Elizabeth's car comes barrelling toward him and nearly
          hits him.
          She accelerates into the speed bumps, almost hitting the
          JANITOR from the opening shot, who's changing the plastic
          letters to read, "HAVE A GREAT SUMMER!"

                         JANITOR
          Slow down!

          CHYRON: BAD TEACHER

          EXT. TOWNHOUSE NIGHT

          A Mercedes with the vanity plate "HIS" is parked in the
          driveway of an upscale neighborhood. Elizabeth's matching
          Mercedes pulls into the adjacent spot. Her license plate
          reads "HERS."

                         

                         

                         

                         

          INT. TOWNHOUSE - NIGHT

          A bachelor pad. Top of the line electronics. Lots of
          black leather furniture. Tacky, but expensive.
          Elizabeth pours two glasses of wine and takes a long sip.

                         ELIZABETH

                         (CALLING)
          Baby Doll?

          MARK (O.S.)
          Coming!
          MARK, early 30s, exits the bedroom in his underwear.
          He's shaved his head to avoid signs of early balding and
          is also a full four inches shorter than Elizabeth.
          Thankfully for him, he has money.

                         MARK (CONT'D)

                         (ANXIOUS)
          Hey! That was a quick party.
          Elizabeth kisses Mark on the top of his head and hands
          him a glass.

                         ELIZABETH
          Yeah. You should have seen it. What a
          joke.
          She raises her glass for a toast. He raises his.

                         ELIZABETH (CONT'D)
          Here's to me never having to work again.
          And I owe it all to you, Lover.
          Elizabeth takes a big sip.

                         ELIZABETH (CONT'D)

                         (FLIRTATIOUS)
          So I made a reservation at Ruth's Chris,
          and then I booked us a suite at the
          Drake, and I thought we could finish the
          night in "anal alley." Hmm?
          Something drops in the bedroom. Mark, alarmed, turns
          towards the door. Elizabeth brushes past him into --

          INT. TOWNHOUSE - BEDROOM - CONTINUOUS

          Elizabeth enters to find -- NOTHING. Mark follows her in.

                         

                         

                         

                         
          Elizabeth looks around -- under the bed, in the closet,
          behind the door.

                         MARK
          See? Nothing.
          Just then, the wooden chest at the foot of the bed SNEEZES.
          Elizabeth opens the latch to find SHEILA, 23, dressed only
          in a thong, scrunched in the fetal position. She stands,
          revealing LARGE FAKE BREASTS, and steps out of the chest.

                         ELIZABETH

                         (TO MARK)
          Motherfucker!

                         ELIZABETH
          How could you do this to me?!
          I'm sorry.

                         ELIZABETH
          You are buying me the biggest pair of
          yellow diamond earrings they make! I'm
          talking serious blood diamonds.
          Sheila SNEEZES again.
          Bless you.

                         ELIZABETH

                         (TO SHEILA)
          Get out of my house, bitch!

                         MARK
          Don't talk to her like that.

                         ELIZABETH
          Excuse me?
          I love her.
          Mark puts his arm around Sheila. Elizabeth eyes Sheila's
          large breasts.

                         ELIZABETH
          You love her? She's a hooker.

                         

                         

                         

                         

                         MARK SHEILA
          She's not a hooker. I dance.
          Elizabeth takes a deep breath.

                         ELIZABETH (CONT'D)

                         (SWEET)
          Listen, Marky, you made a mistake.
          You're human. I'm human. And this time
          it was you. Maybe six months from now,
          you'll walk in on me. I don't know, but
          probably.
          Sheila SNEEZES again.

                         ELIZABETH (CONT'D)
          Shut the fuck up.
          (then, to Mark, sweet)
          And. maybe I'm talking crazy, but I don't
          want to throw away our life together over
          something like this. We're getting
          married! I'm willing to fight for us.

                         MARK
          I'm not. And you know why? Because
          Sheila loves me -- and not just for my
          money.
          Sheila squeezes his shoulder.

                         ELIZABETH
          I'm sorry if I care that my future husband
          can support me. We didn't all grow up
          with a silver spoon in our mouths. You
          can't even imagine what it's like going to
          bed hungry, night after night.

                         MARK
          What are you talking about?! Both your
          parents are CPAs.

                         ELIZABETH
          My parents worked their asses off to send
          me to private school. Do you know what
          it's like driving a Pontiac when everyone
          else gets a Beemer the second they
          menstruate? That shit stays with you.

                         MARK
          It's over, Elizabeth.

                         

                         

                         

                         

                         ELIZABETH
          For the record, there's a shitload of
          things that I hate about you, but I still,
          would've gotten married.
          (beat, sweet)
          Because I love you.

                         MARK
          (rolls his eyes)
          I'm gonna need the ring back.
          She grabs her bag and heads for the exit. Mark follows.

                         ELIZABETH
          You sad little troll! I hope you and
          your hooker enjoy chlamydia together!

                         MARK
          Elizabeth. The ring.

                         ELIZABETH
          (not turning around)
          I'm not even listening to you anymore.
          She starts to open the door. He closes it.
          The ring!

                         ELIZABETH
          Like I even want your gay-ass ring.
          She tries pulling it off.

                         ELIZABETH (CONT'D)
          It's not coming off. I'll go to the
          jeweler's tomorrow.
          Mark takes her hand and removes the ring with ease.
          Elizabeth steps out into the night. The door SLAMS
          behind her.

          CHYRON: 3 MONTHS LATER

          EXT. JOHN ADAMS MIDDLE SCHOOL - TEACHER PARKING LOT - DAY

          A red 1994 Grand Am with a cracked windshield peels into
          the half-empty lot and screeches to a halt. The license
          plate reads "HERS."

                         

                         

                         

                         

          9.

          INT. JOHN ADAMS MIDDLE SCHOOL - HALLWAY - DAY

          Elizabeth walks down the empty hall. It's possible a
          person has never looked less happy to be anywhere.
          FAINT SOFT ROCK plays from an open door. Something from
          inside the classroom catches Elizabeth's eye.

                         ELIZABETH
          (under her breath)
          You've gotta be shitting me.

          TURN TO REVEAL

                         AMY'S CLASSROOM
          The room has been decorated to within an inch of its
          life. Every surface is covered with posters like "Noted
          African-Americans," or "Hispanic American Hall of Fame,"
          or "Women Who Dared." A RED DELICIOUS APPLE has been
          placed on each student's desk.
          Amy, dressed casually in cargo shorts and texas, is trying
          to hang a large "INTEGRITY" poster. She looks over, sees
          Elizabeth staring at her, and immediately lights up.

                         AMY
          Elizabeth Halsey, as I live and breathe!

                         ELIZABETH
          Amy Squirrel.

                         AMY
          I know we barely got a chance to get to
          know one another last year -- what with
          you planning the wedding of the century
          and me juggling all my extra-currics --
          but I just want to say that I'm super
          excited to be across-the-hall-mates.

                         ELIZABETH
          Okay.

                         AMY
          And I know you kinda skated by last year,
          doing the bare minimum thing -- you were
          kind of a lone wolf -- but now you're
          back and I just know that you are going
          to rededicate yourself to the task at --
          Amy notices Elizabeth's bare hands.

                         AMY (CONT'D)
          Where's your beautiful ring?

                         

                         

                         

                         

                         ELIZABETH
          My fiance and I broke it off. I found
          him in bed with someone else.
          Oh my gosh!

                         ELIZABETH
          It was another man.

                         AMY

                         (INCREDULOUS)
          Shut the front door!
          (motioning for a hug)
          Somebody needs a hug.

                         ELIZABETH
          Somebody doesn't.

                         AMY
          Hm. Another time then.
          Elizabeth takes an apple from a desk.

                         ELIZABETH

                         (RE APPLE)
          These washed?

                         AMY
          Of course. I'd never serve a student
          unwashed fruit.
          CRUNCH. Elizabeth takes a huge bite out of the apple.

                         ELIZABETH

                         (MOUTHFUL)
          I thought the teachers got the apples.

                         AMY
          Well, I think the students teach me at
          least as'much as I teach them.

                         ELIZABETH
          Stupid.
          Elizabeth tosses the mostly uneaten apple into the trash
          and exits. It hits the rim and lands on the floor.
          Okey-dokey.

                         

                         

                         

                         

          INT. ELIZABETH'S CLASSROOM - DAY

          It's like an asylum -- nothing on the walls. Elizabeth
          reads from a stack of US Weekly's and circles pictures of
          CELEBRITY BREASTS. LYNN, late 30s, the kind of woman who
          spends a lot of time on her internet dating profiles, but
          rarely gets emailed, pokes her head in.

                         LYNN
          Oh sorry, am I interrupting?

                         ELIZABETH
          Um -- kinda.

                         LYNN
          Do you want to grab some lunch?

                         ELIZABETH
          I'm in the middle of something, Lynn.
          My treat.

                         ELIZABETH
          Fine.

          EXT. KFC - DAY

          Elizabeth and Lynn sit at an outdoor table. Lynn picks at
          a garden salad. Elizabeth is eating a bucket of chicken
          and drinking a large drink. She pulls a bottle of cough
          syrup from her purse and dumps it into her drink.

                         LYNN
          You have that thing going around, huh?

                         ELIZABETH

                         LYNN
          Are you excited for tomorrow?

                         ELIZABETH
          Is tomorrow Saturday?

                         LYNN
          No, it's the first day of school.

                         ELIZABETH
          Wait, I thought I had a week to get my
          class together.

                         

                         

                         

                         

                         LYNN
          Yeah, that was last week.

                         ELIZABETH
          (under her breath)
          Fuck my ass.

                         LYNN
          If you hate teaching so much, why don't
          you just get another job?

                         ELIZABETH
          And do what? Sell perfume at the mall?
          Work at a day care center?
          (slurps her big gulp)
          You know, when I first got into teaching,
          I thought I was doing it for all the
          right reasons: short hours, summers off,
          no accountability.

                         LYNN
          I love my summers. Fresh corn. Mmm.

                         ELIZABETH
          From now on, my full-time job will be
          finding a guy who will take care of me --

                         LYNN
          Oh god, I pray for that --

                         ELIZABETH
          And that makes a shit ton of money and
          doesn't ask too many questions.
          (licking her fingers)
          I spent most of my summer hanging out at
          the bars near where the Bulls practice.
          Had some fun, got some cool souvenirs that
          I Ebayed, but those guys aren't looking to
          settle down. And they all wear condoms.
          And then they take the condoms with them.
          That's how paranoid they are that a girl
          will try and get pregnant. Like it's so
          easy to get pregnant from a guy nutting
          into a condom.

                         LYNN
          You're gonna find someone great.

                         ELIZABETH
          I've been thinking about it a lot. I mean,
          I figure I'm like an 8, 8.5. But once I
          get my new tits, I'll probably be a --

                         

                         

                         

                         

          13.

                         LYNN
          You don't want to do that. You're
          already so pretty.

                         ELIZABETH
          I know I'm hot, Lynn, but I don't stand a
          chance against all those Barbies dolls
          out there. Anna Nicole had it right, may
          she rest in peace.
          Lynn checks her watch.

                         LYNN
          We should finish up. Wally's doing that big
          orientation for teachers in the auditorium.

                         ELIZABETH
          Yeah, I'm not going to that.

                         LYNN
          But it's mandatory.

                         ELIZABETH
          ("I'm so scared")
          Ooohhh...

                         LYNN
          Yeah, I probably won't go either. I
          don't know I might. I'll probably go,
          but just sit in the back. Maybe leave
          early. Maybe stay till the end. Play it
          by ear. Or just stay till the end.
          Lynn takes both their, trays and dumps them.

                         LYNN (CONT'D)
          This was fun.

                         ELIZABETH
          Yeah, it was alright. When you said you
          were taking me to lunch, I kinda thought it
          was going to be nicer, but this was okay.

                         LYNN
          Sorry.

                         ELIZABETH
          It's okay. You can get me next time.

          INT. ELIZABETH'S APARTMENT - NIGHT

          Not much character, not many furnishings.

                         

                         

                         

                         
          Elizabeth is online looking at a PORN SITE. She stares
          at the SCREEN and compares breasts to the ones in US
          Weekly. She reaches for a bong and pulls a huge hit.
          The front door opens and her roommate, KIRK, early 30s,
          boarish and carrying a tattered backpack and a Big Gulp,
          walks quickly past Elizabeth.

                         ELIZABETH
          Hey, Kirk, what do you think about me
          with Jessica Simpson's tits?
          He stares at her chest intently. She's not bothered by it.
          Go bigger.
          Kirk enters his bedroom and slams the door.

                         ELIZABETH
          Cool, yeah.
          She glances at the clock: 3:14 AM.

                          ELIZABETH (CONT'D)
           (under her breath)
          Fuck my ass.

           INT. ELIZABETH'S APARTMENT - BEDROOM - NIGHT

           Elizabeth is asleep. After a beat, the ALARM goes off.
          She checks the clock: 5.:15. She groans.

          INT. JOHN ADAMS MIDDLE SCHOOL - HALLWAY - DAY

          First day of school excitement. The bell RINGS, and like
          rats, the KIDS scurry to their various classes. Before
          long, the hallway is empty.

          INT. ELIZABETH'S CLASSROOM - MORNING

          In one corner, CHASE, clearly at the top of the seventh
          grade food chain, shows off a photo spread of herself
          modelling in a "Western-Style" clothing catalogue.
          GARRETT, 12, wearing grey, stained sweatpants and a grey
          sweatshirt with block letters that read "GYMNASTICS,"
          stares longingly at Chase from a few desks away.

                         

                         

                         

                         

          15.

                         CHASE
          The photographer was, like, sooo nice.
          He made me feel sooo comfortable.

                         (THEN)
          I might get flown to Kansas City for
          their fashion week.

                         GARRETT

                         (RIVETED)
          Oh my.
          Chase and her friends turn to face Garrett, who's as
          surprised as they are that he spoke.

                         CHASE
          Stalk much?
          Garrett quickly turns away. Chase rolls her eyes. An
          angry-looking kid, TRISTAN, wearing a MICHAEL VICK
          JERSEY, turns to Garrett.

                         TRISTAN

                         (FAKE SNEEZING)
          Faggot.

                         GARRETT

                         (EARNEST)
          Bless you.

                         TRISTAN
          What'd you say to me?
          Elizabeth, with large bags under her eyes, enters the
          class. Tristan, on a dime, heads back to his seat.
          The class immediately quiets down. SASHA, 12, dressed
          like a paralegal, walks up to Elizabeth with a large
          Tupperware tray.

                         SASHA
          Hi, I'm Sasha. It's a pleasure to meet
          you.
          (handing over tupperware)
          My mother baked these for you.

                         ELIZABETH
          (not looking up)
          Just leave them on the desk.
          Sasha, confused, gently puts them down and stands there.
          After a moment, Elizabeth looks up.

                         ELIZABETH (CONT'D)
          You need something?

                         

                         

                         

                         

          16.
          - Sasha shakes her head and retreats to her desk at the
          front of the class.

                          ELIZABETH (CONT'D)
          Anyone here seen "Stand and Deliver?"
          Show of hands.
          (off their blank stares)
          No one? Edward James Olmos? Wow.
          Elizabeth takes a DVD from her bag. She points to two
          KIDS in the front of the class.

                         ELIZABETH (CONT'D)
          You and you, go grab the TV and roll it
          up front.
          (pointing to Sasha)
          And you, go shut off the lights.
          The two kids, SHAWN and SPENCER, roll the TV over. Sasha
          shuts off the LIGHTS.

                         SASHA
          We're watching a movie on the first day?

                         CHASE

                         (TO ELIZABETH)
          I think it's awesome. You rock.

                         GARRETT
          I agree with Chase.
          Elizabeth pops in the DVD. "Stand and Deliver," starring
          Edward James Olmos as a tough-as-nails calculus teacher
          in an inner-city school begins. Elizabeth takes a bite
          of one of Sasha's cookies and immediately spits it out.

                         ELIZABETH
          Ugh. Oatmeal raisin?
          She pushes the Tupperware tray into the trash next to her
          desk. Sasha looks on, sadly.

          INT. JOHN ADAMS MIDDLE SCHOOL - CAFETERIA - DAY

          Lunch is in full swing. Each clique has staked its own
          territory. Several TEACHERS, Elizabeth and Amy among
          them, are on lunch duty.

                         ANGLE ON
          GARRETT, sitting alone, writing in a journal. Tristan,
          the bully, tosses a bowl of cole slaw at Garrett.

                         

                         

                         

                         

                         TRISTAN
          Incoming!
          Direct hit. The cole slaw nails him in the shoulder.
          Garrett picks some of the cole slaw off his shirt and
          eats it. He continues writing. Amy races over to
          Tristan and writes him up.
          Elizabeth watches, bored, struggling to keep her eyes
          open. Amy heads over to Elizabeth.

                         AMY
          Somebody's got a case of the sleepies.

                         ELIZABETH

                         AMY
          Did you see what just happened?

                         ELIZABETH
          Yeah, that one kid hit the other kid with
          the cole slaw.

                         AMY
          You weren't at the orientation the other
          day, but we're doing something new this
          year. It's very exciting. We're
          splitting the cafeteria into quadrants.
          Elizabeth yawns.

                         AMY (CONT'D)
          So, anyways, in order for the quadrant
          system to work, it's vital that each
          teacher maintain order within their
          quadrant. Because it's really tough for
          me as head lunch monitor -- or another
          teacher -- to leave their quadrant to
          discipline a kid in another quadrant. I
          know it's a lot to take in. I'd be happy
          to sit with-you after school and explain
          all of the new guidelines.

                         ELIZABETH
          Tell you what. Why don't you send me a
          memo, and if I have any questions, I'll
          come to you.

                         AMY
          Okay, Elizabeth. Sounds like a plan,
          Stan.

                         

                         

                         

                         

          18.

                         AMY (CONT'D)

                         (TO ELIZABETH)
          Oh, I meant to ask you. Did I hear that
          you were showing a movie this morning?

                         ELIZABETH
          How do I know what you heard?

                         AMY
          Fair enough. Listen, I don't want to
          tell you how to run your class, but maybe
          it might be fun to do some ice-breakers.
          Like "Telephone Charades" or "The String
          Game." Or start doing practice questions
          for the state test. It's never too soon
          to start.

                         ELIZABETH
          Are we gonna have a problem, me and you?

                         AMY
          Oh, shishkebobs, no. If I gave you that
          impression, I am so sorry. Actually, I
          was really hoping that we could be more
          than across-the-hall-mates.

                         ELIZABETH
          I don't know what you've heard, but I
          don't munch box.

                         AMY
          No, of course not. I don't even know
          what that is. I just meant friends.

                         ELIZABETH
          Like getting manicures and going shopping
          on Sundays? Shit like that?

                         AMY
          Yes! Yes! And helping each other out.
          Looking out for one another.

                         ELIZABETH
          That's cool. Tell you what, friend, I'm
          gonna get going. Cover for me?
          Elizabeth doesn't wait for an answer, walks off.

                         AMY

                         (NERVOUS)
          But you can't leave. Lunch doesn't end
          for another...
          (looks at clock)

                         (MORE)

                         

                         

                         

                         

          19.

                         AMY (CONT'D)
          Seven minutes. Who's going to watch your
          quadrant?

          INT. AMY'S CLASSROOM - LATER

          Empty. Elizabeth looks around and spots the "INTEGRITY"
          poster on the wall. She walks over and studies it.

          INT. JOHN ADAMS MIDDLE SCHOOL - HALLWAY - DAY

          Elizabeth walks down the hallway with the rolled up
          poster. She. passes a man, obviously lost, looking at a
          map. This is SCOTT, 30. Handsome in a wholesome way.
          Elizabeth walks by as he looks up at her helplessly. She
          turns on her heels. Fresh fish.

                         ELIZABETH

                         (VERY FRIENDLY)
          Hi there. You look a little lost.

                         SCOTT
          Hi. Can you tell me where Room 124 is?

                         ELIZABETH
          I'll do you one better. I'll take you
          there.

                         SCOTT
          Oh, you don't have to do that.

                         ELIZABETH
          Will you stop? It'd be my pleasure.

                         SCOTT
          Thanks! I feel like I've been walking
          around in circles for the last fifteen
          minutes.

                         (EXTENDS HAND)
          Scott Delacorte. I'm the new sub.

                         ELIZABETH
          Elizabeth Halsey, 7th Grade Language
          Arts. Welcome, welcome.
          They shake hands a beat too long. Elizabeth notices
          Scott's VERY EXPENSIVE WATCH.

                         ELIZABETH (CONT'D)
          Helluva watch. What's that -- a Jaeger-
          LeCoultre?

                         

                         

                         

                         

                         SCOTT
          Good eye!

                         ELIZABETH
          Thanks. I love men's watches. It's kind
          of a hobby.

                         SCOTT
          It's a bummer knowing my watch could feed
          a village for .a year, but my grandfather
          designed it, so...

                         ELIZABETH
          Oh? Your grandfather designs watches?

                         SCOTT
          The family business. My mom's maiden
          name is Jaeger.

                         ELIZABETH
          Shut up!

                         SCOTT
          My parents had a minor meltdown when I
          decided to join the Peace Corps and
          become a teacher. But they've been cool
          about it.
          Elizabeth smiles and they start walking down the hall.

                          SCOTT (CONT'D)
          Integrity.

                         ELIZABETH

                         SCOTT
          (pointing to poster)..
          The poster. "Integrity." What a great
          message for the kids.

                         ELIZABETH
          That's why I got it.
          They turn a corner. Garrett wheels his backpack past them.

                         GARRETT
          Hey, Ms. Halsey!

                         ELIZABETH
          Hey... dude...
          She slaps him five. Scott notices, smiles.

                         

                         

                         

                         

          21.

                         SCOTT
          Man, I can't wait for the day that I have
          my own classroom.

                         ELIZABETH
          Yeah... So did you and your wife just
          move to town?

                         SCOTT
          I'm not married.

                         ELIZABETH
          Me neither. I was engaged until I walked
          in on my fiance cheating on me. With his
          brother.

                         SCOTT
          That's horrible!

                         (NOTICING)
          Ooh, 124! This is me.

                         ELIZABETH
          Nice to meet you, Scott Delacourte.
          Hopefully, we'll be seeing a lot of each
          other.

                         SCOTT

                         (HALF-JOKING)
          Only if a teacher gets sick. Great
          meeting you, Elizabeth Halsey.
          He heads into the room. Elizabeth cocks her head,
          checking out his ass as the door closes.

                         ELIZABETH

                         (TO HERSELF)
          Very nice meeting you.

                         CLOSE ON
          A PAIR OF PERFECT FAKE BREASTS. A hand cups them from
          underneath.
          Pull back to reveal DR. VOGEL, 40s, and his receptionist,
          DANNI, probably in her 40s, with her shirt off. Elizabeth
          watches, rapt.

          DR. VOGEL
          As you can see, the weight is evenly
          distributed and there's minimal scarring.

                         DANNI

                         (TAH DAH)
          Dr. Vogel.

                         

                         

                         

                         

          DR. VOGEL
          (holding out his hands)
          "Best Hands in Chicago."

                         ELIZABETH

          DR. VOGEL
          Absolutely. Take them for a spin.
          Elizabeth reaches out, squeezes Danni's breasts.

                         ELIZABETH
          Wow. And the nipples are just... I love
          them. I'll take two.
          They all laugh. Elizabeth notices Dr. Vogel'.s watch.

                         ELIZABETH (CONT'D)
          Maurice Lacroix. That's a great watch.

                         ELIZABETH

                         (CURIOUS)
          And how's that going?

          DR. VOGEL
          She's my rock.

                         (THEN)
          Alright, thanks, Danni.
          Danni puts her bra and blouse back on and exits.

          DR. VOGEL (CONT'D)
          So, Elizabeth, have you given any thought
          to size?

                         ELIZABETH
          I was thinking, you know, maybe a D.

          DR. VOGEL
          IJh huh, uh huh. I ,would say, though,
          with your frame, you might consider
          something smaller. A large B, maybe a C
          cup. You'd be surprised how significant
          those would look.

                         ELIZABETH
          Hmm. Yeah, I think I'll go with the D's,
          really turn some heads.

                         

                         

                         

                         

          23.

          DR. VOGEL
          You know, Elizabeth, breast enhancement's
          not a cure-all. I just want to make sure
          you have realistic expectations.

                         ELIZABETH
          Doctor, I lost my fiance to a woman with
          monster fake tits. So now I need monster
          fake tits so that I won't lose my next
          fiance. Those are my expectations. Is
          that realistic enough for you?

          DR. VOGEL
          Very good then.

          INT. DR. VOGEL'S OFFICE - RECEPTION AREA - DAY

          Elizabeth leans over the counter and grabs a mint from a
          small bowl. Danni sits behind her desk wearing a headset.

                         DANNI
          So you'll be off your feet for about two
          weeks... what works for you?

                         ELIZABETH
          Let's do December 19th. Start of winter
          break.

                         DANNI
          The 19th it is. So the total is $9300
          for the surgery plus one night stay at
          our facility. How would you like to pay?
          Elizabeth laughs. Danni laughs.

                         ELIZABETH
          That's absurd. What if I don't spend the
          night at your facility?

                         DANNI
          The night's included in the price. Did
          you not read our literature?

                         ELIZABETH
          No.
          A MIDDLE-AGED DOCTOR walks by.

                         ELIZABETH (CONT'D)
          (flirtatious, to doctor)
          Hi...
          (then, back to Danni)
          Listen, I'm a teacher, not a drug dealer.

                         

                         

                         

                         

          24.

                         DANNI
          We accept all major credit cards.

                         ELIZABETH
          My credit situation is complicated.

                         DANNI
          I'm sorry, but if you can't pay, I can't
          schedule the appointment.

                         (LEANING IN)
          You know, there are less expensive
          options. Have you looked into South
          America?

                         ELIZABETH
          I'll be back.
          Elizabeth dramatically scoops a handful of mints from the
          bowl and storms out.

          INT. ELIZABETH'S APARTMENT - NIGHT

          Elizabeth, her cell phone cradled to her ear, pulls a
          LEAN CUISINE out of a freezer STOCKED with them.

                         ELIZABETH

                         (ON PHONE)
          Look, I just really need some money.
          It's, for a surgery I need.
          Elizabeth pokes holes in the Lean Cuisine with a knife
          and turns on the microwave.

                         ELIZABETH (CONT'D)

                         (ON PHONE)
          Yes, as a matter of fact, it is about my
          breasts, dad.

                         (BEAT)
          Sorry. Happy belated birthday. So, can you
          wire me some money or not?

          EXT. SUBURBAN HOME - NIGHT

          Elizabeth walks up a driveway and looks around.

                         ELIZABETH
          (on phone, whispering)
          So I won't beat around the bush, Grammy.
          She pulls the kitchen knife from her bag and SLASHES the
          back tire of a late-model CAMRY.

                         

                         

                         

                         

          25.

                         ELIZABETH (CONT'D)
          (on phone, whispering)
          I'm dying and I need money for surgery.
          Really? Nothing? Don't you get social
          security or something?
          Elizabeth goes around to another tire. Slash.

          INT. ELIZABETH'S APARTMENT - LATER

          Elizabeth is still on the phone. CLOSE ON her computer
          screen. Her checking account balance: $45.66.

                         ELIZABETH
          (into phone, losing patience)
          Listen, limpdick, you owe me for breaking
          off the engagement. Do you know how
          embarrassing that was?!

                         (BEAT)
          Lover, I don't want to fight. It's just
          10000 dollars and it would really mean
          the world to me. Lover? You there?
          Elizabeth hurls her phone at the wall. It smashes.

                         ELIZABETH (CONT'D)
          Fucking Troll!
          Kirk pokes his head out of his bedroom.

                         KIRK
          Did you call my name?

                         ELIZABETH
          No. I said 'fucking troll.'

                         KIRK
          Oh, I thought you said Kirk.
          He turns and heads back in to his room.

                         ELIZABETH
          Hey, you got ten grand?

                         KIRK
          Nope.
          Kirk closes his door. After a beat, he opens it.

                         KIRK (CONT'D)
          Also, I might be a little short on the
          rent this month. Like, a lot short.

                         

                         

                         

                         
          He closes his door. The microwave BEEPS. Dinner's ready.

          INT. TEACHER'S LOUNGE - DAY

          Elizabeth and Lynn speak in hushed voices in the corner
          by a vending machine. Amy grades papers on a ratty-
          looking couch. She glances up at Elizabeth and Lynn.

                         LYNN
          I don't know. That's a lot of money.

                         ELIZABETH
          I know. And I hate asking a friend for
          money -- especially as good a friend as you.
          This has its desired effect on Lynn.

                         LYNN
          Maybe I could sell that jewelry my
          grandmother gave me?

                         ELIZABETH
          That turquoise crap? Blech. No one's
          buying that.
          (then, catching herself)
          But it looks great on you.

                         LYNN
          Thanks. What about Mark?

                         ELIZABETH
          What type of person do you think I am?!
          That assbag cheated on me. Did I ever
          tell you that he has a mole on the tip of
          his dick?

                         ELIZABETH
          I'm just trying to better myself. I
          don't think that's asking for so much.
          Amy walks over.

                         AMY
          'Scuse,me. Just gonna scooch in here.
          She drops quarters into the vending machine, but doesn't
          bother selecting an item. This was clearly her "in."
          She turns to Elizabeth and Lynn.

                         

                         

                         

                         

                         AMY (CONT'D)
          Sooo... I know it's none of my business,
          but I couldn't help but overhear your
          conversation and I just want to say, that
          you shouldn't change a thing. You should
          be happy with the way you are.
          That's true.

                         ELIZABETH
          Huh. Well, do you think mental retards
          should be happy with the way they are?
          Amy stammers.

                         ELIZABETH (CONT'D)
          Lynn, you teach them. What do you think?

                         LYNN

                         (CONSIDERING)
          I've never asked them.

                         AMY
          I would never --

                         ELIZABETH
          We don't all have your tits, Squirrel.
          So maybe you should think before you
          interrupt a private conversation.

                         AMY
          I guess that's what you get for trying to
          help...
          Amy pushes the coin release on the vending machine and
          takes back her change without getting a drink. Amy heads
          back to the couch.

                         ELIZABETH
          That's right. Walk away.
          (then, noticing)-
          There he is!
          Scott enters. All of the female teachers light up.
          There he is!

                         AMY
          Well, look what the cat dragged in!

                         

                         

                         

                         

                         SCOTT
          I wish it was under better circumstances.
          Stu Riley's car was vandalized last
          night. Right in his driveway.

                         AMY
          Gang members, probably.

                         SCOTT

                         (QUIET RESIGNATION)
          The public school system failed them.
          Elizabeth and Amy nod vigorously.

          INT. JOHN ADAMS MIDDLE SCHOOL - HALLWAY - DAY

          An empty hallway.

          JOE CLARK (V.0.)
          So forget about the way it used to be.
          This is not a damn democracy! We are in
          a state of emergency and my word is law!
          There's only one boss around here, and
          that's me. The HNIC.

          INT. ELIZABETH'S CLASSROOM - DAY

          The class is watching "Lean on Me," with Morgan Freeman as
          a tough-as-nails principal in an inner-city school. Amy's
          "Integrity" Poster now hangs above the TV.

          MR. O'MALLEY (ON TV)

          HNIC?

          MS. LEVIAS (ON TV)
          Head Nigger In Charge.
          The bell RINGS.

                         ELIZABETH
          We'll pick this up again tomorrow.
          The students shuffle out. Garrett hustles after Chase.

                         GARRETT
          Quite a film, huh?
          Chase gives him a weird look and then exits with her friends.
          Sasha lingers by Elizabeth's desk.

                         

                         

                         

                         

          29.

                         ELIZABETH
          (without looking up)
          What.

                         SASHA
          I'm a student leader for the D.C. trip --

                         ELIZABETH
          Shocker.

                         SASHA
          And we're having our car wash this
          weekend. If you're around, maybe we
          could wash your car.

                         ELIZABETH
          I've got some Mexicans who already do it
          for nothing.

                         SASHA
          It's for a good cause. This year, we're
          trying to get some extra money so that we
          can go on a Duck Tour!
          She hands Elizabeth a flyer. Elizabeth glances at it.

                         SASHA (CONT'D)

                         (SHRUGS)
          Last year's seventh grade raised $6000.

                         ELIZABETH

                         (SUDDENLY INTERESTED)

          $6000?

          INT. J.A.M.S. - ADMINISTRATION BULLPEN - DAY

          Elizabeth walks past the SCHOOL SECRETARY toward the
          Principal's office.

                         SCHOOL SECRETARY
          You can't go in there. He's with a
          student.
          Elizabeth ignores her, adjusts her blouse, and enters.

          INT. J.A.M.S. - PRINCIPAL SNUR'S OFFICE - DAY

          The office is decorated with a DOLPHIN motif. Figurines,
          a picture of Principal Snur kissing a dolphin. Dolphin
          calendars. This guy loves dolphins.
          Principal Snur sits next to ARKADY, a small pale kid.

                         

                         

                         

                         

          30.

                         PRINCIPAL SNUR
          If you don't like to get wet, Arkady, you
          could try using deodorant, anti-.
          perspirant, maybe some cologne. I know a
          lot of the older boys are wearing the
          body spray.

                         ARKADY

                         (BROKEN ENGLISH)
          Bodish spray.
          Elizabeth enters and immediately recoils from the smell.

                         ELIZABETH
          Blugh!
          Arkady and Principal Snur both look up. He holds up his
          finger -- "one minute." Elizabeth notices his cheap
          dolphin watch.

                         PRINCIPAL SNUR
          So why don't you think about that and
          I'll let your teachers know that you're
          working on it?
          Arkady nods and quickly exits.

                         ELIZABETH
          Sorry, I didn't realize you were in with
          anyone.

                         PRINCIPAL SNUR
          We were just finishing up. Elizabeth, I
          actually meant to talk to you. Did I
          hear that you were showing movies all
          last week?

                         ELIZABETH
          Um... some clips, maybe. I think in a lot,
          of ways, movies are the new books.

                         PRINCIPAL SNUR
          Huh.
          Elizabeth tries a different tact. She picks up a dolphin-
          shaped clock from the desk.

                         ELIZABETH
          Is this new? I love it! I think
          dolphins are smarter than humans.

                         PRINCIPAL SNUR
          Me too! And if you like that, you'll
          love this.

                         

                         

                         

                         

          31.
          Principal Snur pulls out an "Adopt-A-Dolphin"
          certificate.

          PRINCIPAL SNUR (CONT`D)
          He lives in the Cayman Islands.

                         ELIZABETH
          What a great story.
          Principal Snur visibly relaxes. He's sitting across from
          a kindred spirit.

                         PRINCIPAL SNUR
          So what else is new?

                         ELIZABETH
          Actually, I was thinking that I want to
          get more involved.

                         PRINCIPAL SNUR
          What a nice surprise.

                         ELIZABETH
          Specifically, I thought I could supervise
          the car wash.

                         PRINCIPAL SNUR
          Amy's been running it the last two years...

                         ELIZABETH
          She just does so much. It might be nice
          to give her a little rest. Especially
          that early on a Saturday.

                         PRINCIPAL SNUR
          I'm so happy that you're dedicating
          yourself and becoming a real member of
          the JAMS family.

                         ELIZABETH
          It just feels so good to help.

          MATCH CUT TO:

          INT. J.A.M.S. - PRINCIPAL SNUR'S OFFICE - DAY

          Amy stands in the door where Elizabeth was just standing.
          Principal Snur is behind his desk.

                         AMY
          Elizabeth?! For the seventh grade
          carwash? That's bonkers!

                         

                         

                         

                         

          32.
          Amy immediately regrets saying "bonkers."

                         AMY (CONT'D)
          I'm sorry. I didn't mean to blow my stack.

                         PRINCIPAL SNUR
          I just thought it was nice to see some
          other teachers step up.

                         AMY
          We raised over $6000 last year. That's a
          record. Is this really the best time to
          start experimenting?

                         PRINCIPAL SNUR
          Amy, I see you taking on a.lot of
          responsibility, what with directing
          "Annie" and all your work with D.A.R.E.
          I'd just hate to see you get overwhelmed
          like you did in 2004.
          She stares at him -- clearly, this is a touchy subject.

                         AMY
          Of course. Well, I should skedaddle.
          Looks like someone needs to plan a
          Saturday morning bike ride.
          She turns on her heels and walks out.

          INT. ELIZABETH'S APARTMENT - BEDROOM - DAWN

          Elizabeth is asleep. Her ALARM goes off. It's 5:45 AM.
          She opens her eyes, sees the time, considers for a beat,
          then hits SNOOZE. She closes her eyes. - After a beat,
          the ALARM goes off again. She hits SNOOZE.
          Quick Cuts. Elizabeth hits the snooze button EVERY NINE
          MINUTES until 8:45. She stares at the clock.

          EXT. TEACHER'S PARKING LOT - MORNING

          Garrett stands at the school entrance, holding a giant
          cardboard sign that reads "CAR WASH" as a few CARS pull in.
          Chase, and the other popular girls, are dressed in
          seventh-grade sexy -- they've tied off their shirts.
          The BOYS run around spraying each other, but mostly
          spraying Garrett. Garrett laughs, mistakenly thinking
          that he's part of the fun.

                         

                         

                         

                         

                         GARRETT
          Oh, I'm gonna get you guys!
          A couple of PARENT CHAPERONES stand in small clusters.
          Tristan, the bully, cocks his arm and aims a soapy sponge
          at Garrett.

                         TRISTAN

                         (NOTICING SOMETHING)
          Whoa.
          The CAMERA FOLLOWS Tristan's gaze. ELIZABETH steps out
          of her car. She's wearing HIGH HEELS, DAISY DUKES and a
          BIKINI TOP. She looks both spectacular and ridiculous.
          A couple of PARENTS look over at Elizabeth, in shock.

                         ELIZABETH
          (calling to Parents)
          Sorry I'm late.

                         MOTHER
          (to other PARENTS)
          I'm going to say something about her
          outfit.
          The MOTHERS vigorously nod in agreement. A DAD pipes in.

                         DAD
          (staring hard at Elizabeth)
          Well, if it helps raise money...
          The other DADS vigorously nod in agreement.

          BEGIN CAR WASH MONTAGE:
          --Elizabeth holds the "Carwash" sign. A LINE of CARS
          forms. An OLDER MAN in an immaculately clean CADILLAC,
          rolls down his window and hands her money.
          --Elizabeth washes in SLO MO, shakes out her hair as she
          gets WET. The BOYS and their FATHERS stare at her.
          --The GIRLS try to mimic Elizabeth's seductive behavior.
          Their MOTHERS run over and pull them away.
          --The Older Man in the Cadillac comes back to have his
          car re-washed.

                         END MONTAGE

                         

                         

                         

                         

          34.

          EXT. TEACHER'S PARKING LOT - LATER

          The carwash is wrapping up. Elizabeth counts money at a
          makeshift table and puts the earnings into a metal
          lockbox. She glances around and then shoves a large
          clump of cash into her DAISY DUKES.

          VOICE (O.S.)
          What are you doing?
          Elizabeth looks up and sees Sasha hiding behind a TRUCK,
          clearly spying.

                         ELIZABETH
          Nothing. Get out of here, Dummy.

                         SASHA
          Are you stealing our money?

                         ELIZABETH
          How dare you?! I'm here early on a
          Saturday for you guys. And for the
          record, nobody likes a tattle tale.

                         SASHA
          I haven't tattled. Yet.

                         ELIZABETH
          Good. Cause if you do, I'll deny it and
          flunk your ass. How will that look on
          your resume?

                         SASHA

                         (TEARS UP)
          I didn't say I would say anything.

                         ELIZABETH
          Alright then. Now beat it. I've gotta
          finish counting this money.
          Sasha walks off. Elizabeth picks up a hose and sprays her.

                         ELIZABETH (CONT'D)
          See you Monday!
          Elizabeth waves to SASHA'S MOTHER, who eagerly waves
          back.

                         ANGLE ON
          ANY, across the street, watching through binoculars.
          She's straddling her bike and is wearing a helmet and a
          sheen of recently-applied suntan lotion. She takes a sip
          from her Camelbak, and pedals away.

                         

                         

                         

                         

          35.

          INT. ELIZABETH'S APARTMENT - BEDROOM - NIGHT

          CLOSE ON a fish bowl with a crude sign that reads "New
          Tits." Elizabeth drops in fistfuls of crumpled cash and
          then writes in a notebook: $1300.

          INT. JOHN ADAMS MIDDLE SCHOOL - HALLWAY - DAY

          Amy walks down the hall. She sees Principal Snur slip
          into the bathroom. Amy walks up to the MEN'S FACULTY
          BATHROOM door and waits. The BELL RINGS.

                         AMY
          Shishkebobs.
          She hesitates a beat and then enters.

          INT. J.A.M.S. - MEN'S FACULTY BATHROOM - DAY

          Wally is in a stall reading a brochure for a DOLPHIN TOUR.

                         PRINCIPAL:SNUR

                         (TO HIMSELF)
          Amazing.

          AMY (O.S.)
          Wally? Are you in here? It's Amy
          Squirrel.
          He instinctively covers himself with the brochure.

                         PRINCIPAL SNUR
          Amy? What are you doing? Get out!

                         INTERCUT WITH:
          Amy standing inside. She scrunches her nose at the smell.

                         AMY
          This'll just take a sec. I thought you
          might want to know that Elizabeth Halsey
          showed up at the carwash in a bikini top and
          short-shorts. It was pretty racy stuff.

                         PRINCIPAL SNUR

                         (THRU STALL)
          Can we talk about this later?

                         AMY
          (quoting some adage)
          "Later we'll all die, said the gator to
          the fly."

                         

                         

                         

                         

          36.
          Another TEACHER walks past Amy, looking confused. He
          hesitates and then goes into an adjoining stall.

                         PRINCIPAL SNUR
          Look, Josh Gershman's dad called and said
          that the carwash was a huge success. And
          Lauren Rissman's dad called and said the
          kids had a great time.

                         AMY
          I don't want to speak out of school, but
          I happened to be pedalling by and saw her
          get.pretty chummy with the money. ,And
          remember, we barely know anything about
          her. She was a real lone wolf last year.

                         PRINCIPAL SNUR
          Are you accusing Elizabeth of embezzling
          from the seventh grade car wash?

                         AMY
          Something about this doesn't pass the
          smell test, Wally.

                         PRINCIPAL SNUR
          Well, they raised over $7000, so whatever
          she did worked. And next time you accuse
          a fellow teacher of stealing, you better
          be damn sure. We're done here.
          Amy takes a deep breath. Her face is BEET RED.

                         AMY
          Thanks for the pep talk. Have a super
          day, you two.
          Amy exits. Immediately, there is an IMMENSE ERUPTION
          from the other stall, followed by a sigh.

          MALE TEACHER (O.S.)

                         (IN STALL)
          Christ... I thought she was never going
          to leave.

          INT. TEACHER'S LOUNGE - DAY

          Sandy, the math teacher with the ponytail, sits at the
          table grading papers. Another TEACHER dozes in the corner.

                         ELIZABETH
          (entering, very friendly)
          Hey! Are those new Doc Marten's?

                         

                         

                         

                         
          Sandy looks behind him at the dozing teacher. "Is she
          talking to me?"
          Guilty.

                         ELIZABETH
          How's Period 5?

                         SANDY
          Great, thanks for asking. We got a new
          bassist and we finally got a regular gig,
          which is nice because it's earned. It's
          time to show the world that a bunch of
          teachers can really rock out.

                         ELIZABETH
          Awesome!

                         (THEN)
          Hey, would you mind grabbing me my yogurt
          from the fridge?
          Sure thing.
          Sandy goes to the fridge. Elizabeth pulls visine from
          her bag, and as his head goes into the fridge, she
          squirts the entire container into his coffee mug.

                         SANDY (CONT'D)
          You should come to one of our shows.
          He hands her the yogurt.

                         ELIZABETH
          Oh, I can't.
          Elizabeth exits. Sandy sadly takes a sip of his coffee.

                         SANDY
          I didn't even tell you the dates.

          INT. ELIZABETH'S CLASSROOM - DAY

          Elizabeth's class is seated. They're staring at her,
          waiting for her to begin.

                         CHASE
          Are we starting "School Ties" today?
          Elizabeth holds up her finger while she finishes reading a

          NATIONAL GEOGRAPHIC.

                         

                         

                         

                         

          38.
          The camera ANGLES to show that she is studying a picture
          of a topless AFRICAN TRIBESWOMAN with large breasts.
          After a beat, Elizabeth looks up.

                         ELIZABETH
          Alright, today, we're starting "School
          Ties." Classic.
          (then, pointing to a Student)
          You, shut off the lights.
          Elizabeth goes to the DVD player. There's a knock at the
          door and the SCHOOL SECRETARY walks in holding a box.
          She hands it to a confused Elizabeth.

                         SCHOOL SECRETARY
          Here it is. Good luck.

                         ELIZABETH
          Here what is?

                         SCHOOL SECRETARY
          It's the pre-test for the state
          standardized test. It was in the memo.

                         ELIZABETH
          Oh, yes. In the memo.
          The Secretary leaves. Elizabeth stares at the box.
          Tristan and.a couple kids start making farting noises
          with their hands.

                         ELIZABETH (CONT'D)
          Hey. Zip it. Zip your shit.

                         (THEN)
          Alright, look, we all know these tests
          are gay --
          Elizabeth turns to a student who COULD BE GAY.

                         ELIZABETH (CONT'D)
          Hey.
          Elizabeth passes the box to the front of the class, where
          the kids dutifully take Scan-trons and test booklets.

          ELIZABETH.(CONT'D)
          (then, reading)
          According to this memo, I'm supposed to
          give you forty-five minutes per section.
          Blah blah blah. Clear your desks,
          pencils out and -- begin!
          Twenty-five pencils hit paper in unison.

                         

                         

                         

                         

          39.
          Elizabeth takes the TV and swivels it to face her desk.
          She turns on the movie, turns down the volume (just a
          little bit) and reclines.

          INT. JOHN ADAMS MIDDLE SCHOOL - CAFETERIA - DAY

          Chase and another popular girl strut across the
          cafeteria, arm in arm. A THIRD POPULAR GIRL, saving a
          table, waves them over.
          Chase and her friend walk right past the girl like she
          doesn't exist and take a seat with a bunch of other girls.

          ELIZABETH (O.S.)

                         (MARVELLING)
          Little bitches.

          TURN TO REVEAL
          Elizabeth and Lynn on lunch duty.
          The girl at the table starts BAWLING. Amy, also on duty,
          races over to console her.

                         ELIZABETH (CONT'D)
          What a phony.

                         LYNN
          Major phony. But she also cares a lot, too.

                         (THEN)
          So what's going on with your boobs?

                         ELIZABETH
          Shit. Shit is going on with my boobs. I'm
          never gonna get married. I'm gonna die
          broke. I should just blow my brains out.
          (then, lighting up)
          There he is!
          Scott walks down the ramp and HIGH-FIVES a bunch of kids.
          He gives them a big wave.

                         LYNN
          I love how his eyes sparkle when he smiles.

                         ELIZABETH
          I want to sit on his face.

                         SCOTT
          Hey, guys.

                         ELIZABETH
          You're really making a habit out of this.

                         

                         

                         

                         

          40.

                         SCOTT
          Ha, yeah. Actually, Sandy Pinkus in the Math
          department, I guess he got that stomach bug
          that's been going around and I got the call.

                         LYNN
          I heard he pooped himself in first
          period. A kid had to walk him to the
          nurse.

                         ELIZABETH
          Lynn, would you mind grabbing me a milk?
          Elizabeth gives her a "can you get out of here?" look.

                         LYNN
          Scott, do you want anything?

                         SCOTT
          I'm good, thanks for asking.
          Lynn walks off.

                         ELIZABETH
          So, Scott --
          Lynn comes back.

                         LYNN
          Sorry, what kind of milk do you want?
          Skim? Whole? 2%? Chocolate?

                         ELIZABETH
          I don't know. Surprise me.

                         LYNN
          Okay, I'll get you skim. No, no, 2%.
          Lynn walks off again.

                         ELIZABETH
          She's funny.
          Elizabeth notices Amy looking at her as she continues to
          console the girl. Elizabeth turns back to Scott.

                         ELIZABETH (CONT'D)
          So, Scott, I was thinking, I would love to
          hear about your experiences in the Peace
          Corps. I love Haiti. Maybe we could go
          grab a drink some night. Maybe tonight.

                         SCOTT
          Isn't it Back-to-School Night?

                         

                         

                         

                         

          41.

                         ELIZABETH
          (news to her)
          Yeah, Silly, I meant after.

                         SCOTT
          Cool! Let's get a group together.

                         ELIZABETH
          Yeah, definitely! Or just the two of us.
          Scott looks around, then lowers his voice.

                         SCOTT
          Oh. Um, listen, I'm really flattered.
          You're one of the nicest people I've met
          here. But... I'm actually seeing
          someone.

                         ELIZABETH
          Oh?

                         SCOTT
          Yeah, we've been keeping it quiet.

                         ELIZABETH
          Because she's ugly?

                         SCOTT
          No. She's beautiful. She's great. She
          really cares about the kids. It's
          just... when you're dating a co-worker...

                         ELIZABETH

                         (REALIZING)
          Squirrel?
          Elizabeth whips around to see Amy, who's now sharing a
          frozen yogurt with the formerly bawling girl. Amy looks
          up, smiles and gives a thumbs up to Elizabeth and Scott,
          signalling that everything's okay with the girl. Elizabeth
          NOTICES Amy's LARGE BREASTS straining against her blouse.
          She quietly seethes.

                         SCOTT
          Anyways, thanks again for asking me out.
          I'm honored. And I'll take a raincheck
          on that group date. See ya!
          Scott crosses through the cafeteria. Lynn returns with a
          four cartons of milk.

                         LYNN
          Here you go. I got you one of each.

                         

                         

                         

                         

          42.
          Lynn hands them to Elizabeth, who takes them, drops them
          in the trash and storms off.

          EXT. JOHN ADAMS MIDDLE SCHOOL - NIGHT

          At night, under the stars, the SCHOOL looks peaceful, serene.

          INT. ELIZABETH'S CLASSROOM - NIGHT

          Elizabeth is up front. She's staring,at the PARENTS.
          They stare right back at her. It's awkwardly silent for
          a beat too long.

                         ELIZABETH
          Hi, my name's Elizabeth Halsey.
          Soooooo... Any questions?
          Sasha's Mother eagerly raises her hand. Elizabeth points
          to her.

                         SASHA'S MOTHER
          Hi, I'm Sasha's mother. We waved to each
          other at the carwash. I'm a little
          concerned with the importance you're
          placing on movies. What about the state
          test?
          Elizabeth points to her sign on the wall -- "Don't
          Question My Authority."

                         ELIZABETH
          That's exactly what I say to my students.
          Listen, I'm a good teacher. And the school
          hired me because I'm good at what I do.
          (as the parents take this in)
          And the reason your son loves my class is
          because I inspire him. Movies are one
          tool that I use. I also use other
          multimedia techniques, which I'm not
          going to get into right now. Look, I
          could take you day by day through my
          entire syllabus, but that's not how I do
          things. I'm not one of these stuffy
          teachers who's totally by the book. I
          talk to the kids like they're little
          adults. It's about mutual respect. So
          that's my spiel, as the Jews say.

                         (THEN)
          Help yourselves to some delicious snacks
          and drinks in the back. Class dismissed.
          They head to the back of the class. ANGLE ON

                         

                         

                         

                         
          A "refreshments" table. A lonely package of OREOS rests
          against a PITCHER OF TAP WATER.
          Elizabeth tries to sneak out the door, but is stopped by
          a sharply dressed PARENT.

                         PARENT #1
          Excuse me, Ms. Halsey.

                         (EXTENDING HAND)
          I'm Chris' dad.
          From Elizabeth's reaction, she clearly has no idea who
          Chris is.

                         ELIZABETH
          Chris... Great kid -- and precocious.
          You must be so proud.

                         CHRIS' DAD
          Oh, what a relief. I just wish his
          grades would reflect it.

                         ELIZABETH
          If I know Chris, he'll get there.

                         CHRIS' DAD
          Listen, I know you have a full plate, but
          if you could keep an eye on Chris, my
          wife and I would really appreciate it.
          Chris' dad shakes her hand. Elizabeth opens her hand,
          sees a tightly folded HUNDRED DOLLAR bill. She looks
          back up at Chris' dad.

          CHRIS' DAD (CONT'D)

                         (WINKING)
          For supplies. Or whatever.

          JUMP CUT TO:

          INT. ELIZABETH'S CLASSROOM - MOMENTS LATER

          Elizabeth stands with another set of parents. They're
          eating Oreos and sipping water.

                         ELIZABETH
          You're Chase's parents? Great kid -- and
          precocious. You must be so proud.
          The parents beam.

                         

                         

                         

                         

                         ELIZABETH (CONT'D)
          A student like that would benefit so much
          from some extra attention.

                         CHASE'S MOM
          You think we should hire a tutor?
          (then, to Chase's Dad)
          I told you.

                         ELIZABETH

                         (CONSPIRATORIAL)
          I'd be happy to do it myself. It's just
          hard in a class of twenty-five.

                         CHASE'S MOM
          Oh, to be a teacher.

                         ELIZABETH
          It's just so hard, on my salary, having to
          pay for my supplies, my fiance cheated on
          me with his twin sister... and, unlike a
          lot of these other teachers, all I truly
          care about is helping your child learn.
          And as their personal tutor, I guarantee a
          full grade higher -- or your money back.
          Chase's mom takes out her check book.

                         ELIZABETH (CONT'D)
          Make it out to "cash."

          JUMP-.CUT TO:

          INT. ELIZABETH'S CLASSROOM - LATER

          Parents are leaving the class, ad-libbing "thank.you's."
          Another SET OF PARENTS surreptitiously hand Elizabeth
          some cash.
          A Bohemian mother, MELODY, wearing a beret, lingers behind.

                         MELODY
          Excuse me, Ms. Halsey. I just wanted to
          introduce myself. I'm Melody. Garrett's
          mom.

                         ELIZABETH

                         (EYEING BERET)
          Nice to meet you... Garrett's a great kid
          -- and precocious. You must be so proud.

                         

                         

                         

                         

          45.

                         MELODY
          Oh, you're referring to his poetry.
          Thank you.

                         ELIZABETH
          You must be so proud.

                         MELODY
          I am. So so so so so proud. So proud.

                         ELIZABETH
          A kid like that, if I could just give some
          more one on one time, he would just blossom.

                         MELODY
          I'm so happy to hear you say that.
          would really benefit from that.

                         ELIZABETH
          Unfortunately, in a class of twenty-
          five...

                         MELODY
          Ugh. Class sizes are ridiculous.

                         ELIZABETH
          And with the amount they pay teachers...

                         MELODY
          Thank god you love what you do.

                         ELIZABETH
          I guess what I'm getting at is, maybe you
          could help out by giving me a little --
          you know -- somethin somethin.
          Elizabeth offers her hand, palm up. Melody stares back
          at her blankly.

                         ELIZABETH (CONT'D)
          It's just, it's really tough to teach the
          way that I want to teach when there's so
          little money. I mean, look at this place.

                         MELODY
          You know what I'm going to do for you?
          Melody opens her pocketbook. Elizabeth smiles.

                         MELODY (CONT'D)
          I am going to start a letter-writing
          campaign to the school board, to my
          congressman, to the mayor -- and keep
          writing until you get what you deserve.

                         

                         

                         

                         
          She opens her date book and writes herself a note.

                         MELODY (CONT'D)
          And I'm writing myself a reminder!
          Melody pulls Elizabeth into a warm hug.

                         MELODY (CONT'D)
          You are a saint.
          Melody exits. Elizabeth is left in the classroom by
          herself.

                         ELIZABETH
          So long, Crazy.
          As Elizabeth pulls out the CASH she just made, we hear
          the opening beats of COOLIO'S "GANGSTER'S PARADISE."

                         CUT TO:

          INT. J.A.M.S. - ADMINISTRATION BULLPEN - DAY

          The SONG continues. Elizabeth pokes her head in. The
          office is empty. She walks in, grabs the "Lost and
          Found" box and exits.

          INT. THRIFT STORE - DAY

          The SONG continues. Elizabeth stands across from a
          HIPPIE-LOOKING GIRL. The pile of "Lost and Found"
          clothes are laid out on the counter. The Hippie Girl
          hands Elizabeth some cash.

          INT. ELIZABETH'S APARTMENT - BEDROOM - NIGHT

          The SONG continues as Elizabeth throws more money in her
          "New Tits" jar and enters a new amount into her notebook.
          The new balance: $1473.

          INT. ELIZABETH'S CLASSROOM - DAY

          "Gangster's Paradise" CONTINUES and we see that the class
          is now watching "Dangerous Minds" with Michelle Pfeiffer
          as a tough-as-nails teacher in an inner-city school.

                         

                         

                         

                         

          INT. AMY'S CLASSROOM - SAME

          The SONG continues as Amy, in her empty classroom, stands
          against the adjoining wall, her ear pressed to it.

          INT. ELIZABETH'S CLASSROOM - ANOTHER DAY

          The SONG continues. The class is still watching
          "Dangerous Minds." There's some NOISE in the hall.
          Elizabeth PAUSES the movie, STOPPING the song. She leans
          into the hall.

                         ELIZABETH
          Enough with the commotion!
          The hallway goes silent. She comes back in and UNPAUSES
          the movie. The SONG comes back on.

          INT. JOHN ADAMS MIDDLE SCHOOL - HALLWAY - DAY

          The SONG continues as the hallway fills with excited
          kids, who race down the hall and talk animatedly with
          friends. Elizabeth pushes through the center.

          EXT. JOHN ADAMS MIDDLE SCHOOL - TEACHER PARKING LOT - DAY

          The SONG continues. Elizabeth sits in her car. She lights
          a joint with the cigarette lighter and deeply inhales.
          KNOCK KNOCK! The SONG abruptly ENDS.
          Elizabeth jumps. She turns to her window, sees Sasha,
          bundled in her winter coat, waving.

                         ELIZABETH
          (through the window)
          What do you want?
          Sasha motions for her to roll down the window. Elizabeth
          doesn't.

                         SASHA
          Is that marijuana?

                         ELIZABETH
          It is. But it's medicinal. Doctor gave
          it to me. Not that it's any of your
          business.

                         

                         

                         

                         

          48.

                         SASHA
          Oh, okay. Feel better.

                         (THEN)
          My mom and I made you holiday cookies. Here.
          Sasha pulls out a tupperware container.

                         ELIZABETH
          (peering through window)
          Are those oatmeal raisin?

                         SASHA
          Sugar.
          Elizabeth considers, then manually rolls down the window
          a crack. She grabs the container and quickly closes her
          window. Elizabeth starts eating a cookie.

                         ELIZABETH
          You have anything to drink?
          Sasha shakes her head.

                         ELIZABETH (CONT'D)
          Word to the wise: stop dressing like
          you're running for congress.

                         SASHA
          I don't want to run for congress. I want
          to be president.

                         ELIZABETH
          See? That's what I'm talking about.
          Keep saying stuff like that, you're gonna
          get punched. You really want to be
          President or is that what your parents
          tell to be?
          Sasha shrugs.

                         ELIZABETH (CONT'D)
          You don't have to decide right now. Who
          knows? Maybe you wake up one day and
          decide that you love giving massages and
          you want to be a masseuse. Salary plus
          tips. Think about it.

                         SASHA
          If I think about it, will I get extra
          credit?

                         ELIZABETH
          (shakes her head)
          Hopeless. Watch your feet.

                         

                         

                         

                         

          49.
          Elizabeth reverses. Sasha jumps away from the car.
          Elizabeth peels out, passing the school marquee that
          reads, "Happy Holidays, Jammers! See you in '09!"

          INT. ELIZABETH'S APARTMENT - BEDROOM - DAY

          Elizabeth rolls over. It's 3:40 PM. She yawns and gets
          out of bed.

          INT. ELIZABETH'S APARTMENT - DAY

          QUICK CUTS. Elizabeth opens her refrigerator. Nothing
          except ketchup packets, mustard packets and soy sauce
          packets.
          She reaches for her bong and tries lighting it. Once.
          Twice. She shakes the lighter. No luck.
          She carries the bong to the stove, turns on the stove,
          and tries lighting it from there. No luck.

                         ELIZABETH
          Seriously?

          EXT. LIQUOR STORE - AFTERNOON

          Elizabeth walks up to the door. It's locked. She shakes
          the door.

                         ELIZABETH
          Seriously?
          She sees a HOMELESS GUY leaning against the storefront.

                         ELIZABETH (CONT'D)
          Why's the store closed?
          The Homeless Guy looks at her strangely.

                         HOMELESS GUY
          It's Christmas.

                         ELIZABETH
          Seriously?
          Elizabeth looks around. The streets are empty. Not a
          person in sight.

                         HOMELESS GUY
          Merry Christmas!

                         

                         

                         

                         

                         ELIZABETH
          Whatever.
          (then, stops)
          Hey, you got a lighter?

                         HOMELESS GUY
          I don't smoke. It's bad for you.
          Elizabeth walks back to her car, empty-handed. A MINI-
          VAN passes. Stops. Reverses..
          The window rolls down. It's Garrett and his Mom.

                         GARRETT
          Ms. Halsey! Hey, it's me, Garrett!

                         MELODY
          Merry Christmas, Ms. Halsey!

                         ELIZABETH

                         MELODY
          Having a nice Christmas?

                         ELIZABETH

                         MELODY
          What are you doing the rest of the day?
          Going to see your family?

                         ELIZABETH

                         (UNCONVINCING)
          I'm probably going to meet up with some
          people. We're having a big potluck, so...
          Elizabeth-shuffles her feet.

                         MELODY
          Ms. Halsey.
          (then, extremely maternal)
          Elizabeth. Would you like to have
          Christmas with us?

                         

                         

                         

                         

          INT. GARRETT'S HOUSE - DINING ROOM - DAY

          Cozy and unpretentious. Filled with crafts. Elizabeth sits
          next to Melody and across from Garrett, who's wearing his
          "Gymnastics" sweatshirt, and his TWO AUNTS, both divorced.
          Elizabeth tears through a plate of Christmas cuisine.

                         MELODY
          This is a real treat for Garrett. He doesn't
          have a lot of friends come by the house.

                         ELIZABETH
          I find that hard to believe.

                         (CHECKS WATCH)
          Listen, I hate to eat and run, but I've
          gotta head over to the shelter.

                         GARRETT
          I thought we could play board games!

                         AUNT #1
          A shelter. That is so inspiring.

                         ELIZABETH
          Yeah, I love helping bums.

                         MELODY
          Oh, but you have to wait for dessert. We
          have a real treat.

                         ELIZABETH
          If it's cheesecake, I'll stay.

                         MELODY
          It's even better than cheesecake!

                         (THEN)
          Garrett, why don't you run and get some
          of your new poetry?

                         GARRETT
          (feigning. embarrassment)
          Oh god, no one wants to hear it. Oh god,
          I'm so embarrassed!

                         MELODY
          Don't be shy, Marbles.
          Garrett runs out of the room.

                         ELIZABETH
          If you're not really serving dessert, I'm
          gonna have to get going.

                         

                         

                         

                         

                         MELODY
          One poem? If you like it, maybe you can
          read it to your homeless friends.

          INT. GARRETT'S HOUSE - LIVING ROOM - LATER

          Garrett stands in front of Elizabeth and his family. He
          opens his journal, clears his throat, and begins.

                         GARRETT
          This is called "The Chase," by Garrett
          Tiara.

                         (READING)
          XOXO /My love for you is XOXO/
          Her hair is long and straight / Isn't it
          great? / About her smile / That I would
          walk a mile for / About her personality /
          That makes me see the best in me / And at
          night when we sleep / Our souls locked in
          deep / So that when we sleep / We can
          stop pretending / And embrace our
          beautiful ending.
          Melody applauds. The Aunts join in. Elizabeth claps,
          then gets up to go. Garrett shakes them all off.

                         ELIZABETH
          She sits back down.

                         GARRETT
          We'll dance our dance / We'll revel in
          romance perchance / One glance / One dance
          / Because together we can achieve...
          (really reaching for it)
          Ba-lance... Thank you.
          He closes his journal. Everyone applauds. Melody looks
          to Elizabeth for a reaction.

                         ELIZABETH
          Junior likes to rhyme.

                         

                         

                         

                         

          53.

                         MELODY
          Patty, Nancy, why don't you give me a
          hand with dessert -- give them a chance
          to talk about the poem.
          The women exit, leaving Garrett and Elizabeth.

                         ELIZABETH
          So your poem's about that girl?

                         GARRETT
          Chase, yeah. You got the subtext.

                         ELIZABETH
          Can I give you some advice?

                         GARRETT
          Please.

                         ELIZABETH
          Number one, stop writing poetry. Two:
          stop reading it. And three: don't set
          your sights so high. I mean, she's
          really hot. If I were you, I'd try for
          that chubby girl that sits up front --
          the one with the teeth?
          Elizabeth puts her hands to show teeth going off in
          different directions.

                         GARRETT
          But I like Chase.

                         ELIZABETH
          Not gonna happen. Look, I was that hot
          girl. Hotter, even. And I never would
          have gone out with a kid like you. And
          I'm not saying that to be mean. I'm
          saying it to be helpful.

                         GARRETT
          What do you know? You don't-even know
          our names.

                         ELIZABETH
          I'll tell you what I know: a kid who
          wears the same "Gymnastics" sweatshirt
          three days a week isn't getting laid
          until he's 26. That's what I know.

                         GARRETT

                         (EMOTIONAL)
          This sweatshirt was my dad's. It's all
          he left when he left.

                         

                         

                         

                         

          54.

                         ELIZABETH
          Well, there's a reason he didn't pack it.

                         GARRETT
          (quiet, steely)
          Fuck you.
          Elizabeth pats Garrett on the shoulder.

                         ELIZABETH
          Good luck being a loser. Thank your mom
          for dinner.
          Elizabeth heads for the door.

                         GARRETT
          Happy New Year. Are you spending that
          alone, too, or do you want my mom to
          invite you over?
          She gives him the finger over her shoulder and leaves.

          INT. ELIZABETH'S CLASSROOM - DAY

          The students, many tanned, many with braids in their hair
          from their winter vacations, silently stare at Elizabeth.
          She looks haggard. She pulls out a bottle of cough syrup
          and takes a long swig.
          The kids look at each other, like "what is she doing?"
          Elizabeth lets out a lame, fake cough.

                         ELIZABETH
          Shut up.

          INT. WOMEN'S FACULTY BATHROOM - DAY

          Elizabeth is-checking her makeup in the mirror. Lynn
          enters. Her blouse has a healthy serving of vomit on it.

                         LYNN
          Hey, welcome back.

                         ELIZABETH
          What is that, vomit?
          Lynn grabs some towels and blots at the stain..

                         LYNN
          Yeah, and a little blood. The kids had
          too much sugar.

                         (MORE)

                         

                         

                         

                         

          55.

                         LYNN (CONT'D)
          Anyways, a bunch of us are going out
          tonight to see Period 5 play. Do you
          want to come?

                         ELIZABETH
          Ugh. No.
          Elizabeth heads out. Lynn, still blotting, follows her.

          INT. JOHN ADAMS MIDDLE SCHOOL - HALLWAY - CONTINUOUS

          Elizabeth and Lynn bump into Scott.

                         SCOTT
          Hey, guys. Are you coming to 'In
          Cahoots' tonight? My band's doing a few
          songs. Could be fun.

                         ELIZABETH
          Um, yes! That sounds like a party.
          (then, to Lynn)
          Lynn, do you want to come?

                         LYNN
          Yes.

                         SCOTT
          We'll all grab a drink!

                         ELIZABETH
          Great. I need to get drunk. I mean, not
          drunk drunk. But a strong buzz. Still
          be able to drive home.

                         SCOTT
          (high fives her)
          Now we're cooking with grease!

                         CUT TO:

          EXT. IN CAHOOTS BAR & GRILL - NIGHT

          We hear the familiar riff of Shawn Mullin's "Lullaby."

                         CUT TO:

          INT. IN CAHOOTS BAR & GRILL - NIGHT - CONTINUOUS

          Scott, Sandy (with his hair down), a BALDING BASS PLAYER
          with a yarmulke and a HEAVY-SET DRUMMER, are playing
          their hearts out. This is PERIOD 5.

                         

                         

                         

                         

          56.
          Amy, and a couple other teachers are front and_center,
          grooving to the music. Amy sways with her eyes closed.

                         SANDY

                         (SINGING)
          Everything's gonna be alright /
          rockabye...
          Scott joins in, harmonizing.

                         SCOTT
          Rockabye, rockabye...

                         SANDY SCOTT
          Bye, bye... Bye, bye...

                         ANGLE ON
          Elizabeth and Lynn at the bar.

                         LYNN
          Aren't they terrific?
          Elizabeth eye-fucks Scott. She catches his eye and he
          quickly smiles before nervously turning his attention to
          Amy. Elizabeth watches Amy dance in SLO M0, her BREASTS
          bouncing up and down.

                         ELIZABETH
          (staring at Amy's breasts)
          They're perfect.

                         LYNN
          You should hear some of their originals.
          She turns to the bartender.

                         ELIZABETH
          Two more.
          (then, to Lynn)
          You want anything?

                         LYNN
          No thanks... You know, I was thinking
          that if you still need that money, you
          should.try and go for the bonus. Can't
          hurt.

                         ELIZABETH
          What bonus?

                         LYNN
          For the state test.
          (off Elizabeth's look)

                         (MORE)

                         

                         

                         

                         

          57.

                         LYNN (CONT'D)
          Whichever teacher has the highest scoring
          class gets a bonus. We talk about it all
          the time in the faculty meetings.

                         ELIZABETH
          How much?

                         LYNN
          $5700. Could be good, right?

                         (THEN)
          Let's dance!
          Lynn runs out onto the dance floor and joins Amy.

                         DRUMMER

                         (COUNTING OFF)

          1, 2, 3, 4...

                         SANDY

                         (SINGING "SMOOTH")
          Man it's a hot one / like seven inches
          from the midday sun...
          Amy kicks her shoes off, and starts dancing. Lynn
          follows suit.
           Elizabeth throws back her drink and exits.

                          CUT TO:

          INT. J.A.M.S. - TEACHER PARKING LOT - DAWN

          The sun is breaking.

          INT. AMY'S CAR - SAME

          Amy listens to NPR as she pulls into the empty parking
          lot. Suddenly, she SLAMS on her brakes.
          ELIZABETH'S CAR is already there. Amy puts her car in
          park and gets out. She walks over to Elizabeth's car and
          feels the hood.

                         AMY
          Cold.

          INT. J.A.M.S. - HALLWAY - MOMENTS LATER

          The clicking of Amy's shoes ECHO through the empty hallway.
          She stops, takes off her shoes. She pitter-patters down
          the hall to Elizabeth's classroom and PEERS in.

                         

                         

                         

                         

          58.

          INT. ELIZABETH'S CLASSROOM - SAME

          Elizabeth is at the chalkboard, intently writing
          questions. She senses something in her periphery and
          looks over at her window. Nothing.
          Elizabeth goes back to work.

          INT. ELIZABETH'S CLASSROOM - LATER

          Elizabeth waits in the doorway impatiently as the kids
          filter in. Garrett brings up the rear, rolling his
          backpack into class.

                         ELIZABETH

                         (TO GARRETT)
          Let's go, Sylvia Plath.
          Garrett rolls his backpack over Elizabeth's shoe..
          Elizabeth winces and glares at Garrett.
          The rest of the class enters, stops, noticing WORK
          PACKETS on each of their desks.

                         CHASE

                         (LOOKING AROUND)
          Where's the TV?

                         ELIZABETH

                         (ALL BUSINESS)
          Everyone, take your seats.
          Shawn turns to Spencer.

                         SHAWN
          What do you think's going on?
          Spencer shrugs.

                         ELIZABETH
          Come on, come on. We have a lot to cover
          so sit down.
          The class, still confused, quickly take their seats.

                         ELIZABETH (CONT'D)
          Alright then. Now. Open your To'Kill A
          Mockingbird to page one.
          The kids slowly take out their books. We HEAR the
          distinct sound of twenty-five book spines cracking as
          they're opened for the first time.

                         

                         

                         

                         

                         ELIZABETH (CONT'D)
          (checking her notes)
          Good. Now, who can tell me why Jem cries
          when the hole in the tree is filled with
          cement? Anyone?

                         GARRETT
          Because she's a cry baby.
          The kids chuckle. Chase looks back at Garrett.

                         ELIZABETH

                         (TO GARRETT)
          Get out.
          Garrett clicks up the handle on his bag and heads for the
          door.

                         ELIZABETH (CONT'D)
          We're here to learn. Anyone else have a
          problem with that? Good. So who has the
          answer to my question?
          Everyone looks down.

                         ELIZABETH (CONT'D)
          Nobody's read this book? It's on the
          syllabus.

                         SASHA
          (raising hand and answering)
          You never assigned it to us.

                         ELIZABETH
          Well, now I am. And we're having a quiz
          tomorrow.
          Panic.

                         ELIZABETH (CONT'D)
          On the first hundred pages.

          PANDEMONIUM.

                         SASHA
          You can't do that! I have band and jazz
          band tonight!

                         SHAWN
          We haven't had homework all year!

                         

                         

                         

                         

                         ELIZABETH
          Hey! Zip your shit! We've fallen
          behind, and honestly, your practice tests
          scores sucked balls -- which was
          embarrassing to me both on a personal
          level and as an educator.

                         (BEAT)
          Things are about to change. Recess is
          over.

          INT. ELIZABETH'S APARTMENT - NIGHT

          Elizabeth reads To Kill a mockingbird and highlights like
          crazy. She stops, takes a hit from her bong, and
          continues.
          Her roommate, Kirk, enters through the front door,
          sipping from a Big Gulp.

                         ELIZABETH
          Did you get my Cool Ranch?
          He tosses her a bag of chips.

                         KIRK
          You owe me two bucks..
          Kirk walks into his room and closes the door.

          INT. ELIZABETH'S CLASSROOM - DAY

          Elizabeth paces. She has a book of stickers in her hand.

                         ELIZABETH
          Okay, now, what is the significance of
          the Mockingbird in the novel? What was
          Harper Lee trying to tell us?
          No one raises their hand.

                         ELIZABETH (CONT'D)

                         (SURPRISINGLY SUPPORTIVE)
          Come on, you guys know this.
          This is as close to real teaching as we've seen from
          Elizabeth. Sasha raises her hand. We see that she
          already has two gold star stickers on her forehead.

                         ELIZABETH (CONT'D)
          (rolls her eyes)
          Anyone else?

                         

                         

                         

                         
          Chase raises her hand.

                         ELIZABETH (CONT'D)

                         CHASE
          It's a symbol for, um, equality?
          Elizabeth puts a sticker on Chase's forehead.

                         ELIZABETH
          Okay, good. Can anyone add to what that
          girl said?

          JUMP CUT TO:

          INT. ELIZABETH'S CLASSROOM - ANOTHER DAY

          The desks have been arranged into a makeshift courtroom.
          Spencer presides as the judge. Chase and Shawn are the
          prosecutors. Garrett is dressed like Boo Radley. Tristan,
          the bully, addresses the rest of the class -- the "jury."
          Everyone is clearly into the exercise.
          REVEAL Principal Snur, clad in a dolphin tie, watching from
          the back of the class.

                         TRISTAN
          Ladies and Gentlemen of the jury, you've
          heard the "facts," but come on, you know
          me. I'm Atticus Finch, baby!
          The class laughs.

                         TRISTAN (CONT'D)
          Come on, seriously. You're gonna side
          with Chase and Shawn over me?

                         ELIZABETH
          Use examples from the book.

                         SPENCER
          It doesn't matter what race the defendant
          is. You've just gotta look at the facts-.
          Elizabeth nods in agreement. The bell RINGS.

                         ELIZABETH
          Good work today. And don't forget to
          leave your closing statements on my desk.

                         

                         

                         

                         
          The students all dutifully drop off their papers, placing
          them in a neat stack next to other ungraded PAPERS.
          Principal Snur exits, giving Elizabeth a thumbs up.

                         ELIZABETH (CONT'D)

                         (CALLING AFTER)
          Love the tie!

          INT. TEACHER'S LOUNGE - DAY

          Scott and Amy share a bag of trail mix. Sandy reads a
          Jerry Garcia biography. Lynn grades. papers.

                         AMY
          So, you know how I hate to gossip, but I
          heard that one of the custodians walked
          in on Omar -- you know, that Arabic boy --
          giving...

                         (WHISPERS)
          Oral sex to Matty Feldstein after swim
          practice in the boy's locker room.

                         SANDY
          It just starts younger and younger.

                         LYNN

                         (EARNEST)
          It's nice to finally see the Jews and the
          Arabs getting along.
          Elizabeth enters. Scott looks up and smiles.

                         SCOTT
          Hey, Ms. Halsey.

                         AMY
          Your shirt's mis-buttoned. Her shirt's
          mis-buttoned.

                         ELIZABETH

                         (LOOKING DOWN)
          Oh shit. Hold on.
          Elizabeth turns away from them and starts rebuttoning.
          Sandy tries to sneak a peek. Scott shoots him a dirty
          look. Sandy gives an innocent shrug.

                         ELIZABETH (CONT'D)
          (grabs yogurt from fridge)
          I've just been such a mess the last few
          days. Working myself to the bone.

                         

                         

                         

                         

          63.

                         AMY
          Yeah, it's been quite a change.

          SCOTT.
          Well, I think it's great. Some teachers
          just sail by, doing the bare minimum.
          It's good to know there are still some
          actual educators out there.
          Elizabeth smiles for Scott, like, "You get me."

                         ELIZABETH
          Well, I should get going. Nice seeing
          all of you.
          Amy and Elizabeth smile thinly at one another. Elizabeth
          squeezes Scott's shoulder as she exits. Amy notices.

                         SCOTT

                         (RE ELIZABETH)
          What a good egg.

          INT. JOHN ADAMS MIDDLE SCHOOL - AUDITORIUM - LATER

          Amy and Sasha sit in the empty auditorium. Sasha is
          dressed as LITTLE ORPHAN ANNIE, including the RED WIG."
          Student STAGEHANDS construct a set.

                         AMY
          What else, Sasha?

                         SASHA
          I don't know. I told you about the car
          wash money.

                         AMY
          I can't prove that. What else?

                         SASHA
          I think I've told you everything.

                         AMY
          And no more movies in class?

                         SASHA
          No, we're actually learning. Did you
          know that Animal Farm isn't even really
          about animals --

                         AMY

                         (SNAPPING)
          Animal Farm?! That's not even on the
          syllabus!

                         (MORE)

                         

                         

                         

                         

          64.

                         AMY (CONT'D)
          (then, collecting herself)
          I know you're forgetting something. Do you
          want extra credit on your diorama or not?

                         SASHA
          I want it! Let me think... Oh there
          was... never mind.

                         AMY
          What?

                         SASHA
          It was okay. It was medicinal.

                         AMY
          Wait. Hold your horses. What was
          medicinal?

                         SASHA
          Ms. Halsey was smoking in her car, but
          she told me her doctor prescribed it.

                         AMY

                         (TO HERSELF)
          Holy guacamole.

                         CUT TO:

          INT. JOHN ADAMS MIDDLE SCHOOL - HALLWAY - DAY

          SLO MO. Two scary-looking GERMAN SHEPHERDS, their teeth
          bared, pull two POLICE OFFICERS down the hall.

                         POLICE OFFICER #1
          (to German Shepherd, coaxing)
          Come on, Axel, what do you smell, boy?
          The Police Officers continue the search. They lead the
          dogs up against lockers and knock on class doors.
          Amy and Principal Snur watch from the end of the hallway.

                         PRINCIPAL SNUR

                         (TO AMY)
          You better be right about this -- or I'm
          going to be getting a lot of panicked
          calls from parents.

                         AMY
          Trust me, Wally. My kids in D.A.R.E.
          tell me everything and there are drugs in
          this school. And not just the students.
          Some of the female teachers.

                         

                         

                         

                         

          65.

          INT. ELIZABETH'S CLASSROOM - THE NEXT DAY

          The class is split up into mini-sections of four desks
          each. The students are quietly and dutifully working.
          As Elizabeth reads papers and grades them, we HEAR the
          various student's voices.

          TRISTAN (V.0.)
          Atticus Finch is a good lawer because
          he's a good person whose a layer.
          Elizabeth looks at Tristan. As she writes, we HEAR --

          ELIZABETH (V.0.)
          Proofread.

          JUMP CUT TO:
          QUICK CUTS. Elizabeth grades another paper. She's
          growing more agitated and is now feverishly writing.

          ELIZABETH (V.0.) (CONT'D)
          Wrong!!!

          ELIZABETH (V.0.) (CONT'D)
          Is this English?

          ELIZABETH (V.0.) (CONT'D)
          Are you fucking kidding me?
          Elizabeth crosses out with one line, so it's
          clearly visible beneath. From out in the hallway, we
          HEAR the loud, aggressive BARKING of the DOGS. Tristan
          runs to the door and peeks out.

                         SPENCER
          Whoa. Drug dogs. Cool.

                         ELIZABETH
          Sit down.
          Elizabeth races to the window.

                         ELIZABETH'S POV
          The Police officers and the dogs enter the classroom next
          to hers. Elizabeth glances back at her pocketbook.

                          ELIZABETH (CONT'D)
           (under her breath)
          Balls.
          She races back to her desk.

                         

                         

                         

                         

          66.

                         ELIZABETH (CONT'D
          Keep reading.
          Elizabeth takes her seat and leans under her desk,
          obscuring her from her class. She opens her pocketbook
          and pulls out a CIGARETTE CASE. She pops it open and we
          SEE three neatly rolled JOINTS.
          Without hesitation, Elizabeth POPS the first one into her
          mouth and starts chewing vigorously. As she. makes her
          way through the second and then the third, the chewing
          becomes slower and the BARKING becomes louder and louder.
          Elizabeth starts CHOKING as the door opens and the Police
          Officer and the German Shepherd enter, followed by
          Principal Snur and Amy.

                         PRINCIPAL SNUR
          Elizabeth, sorry to bother you. This
          will only take a second.
          Elizabeth,. still choking, digs into her purse. She grabs
          her cough syrup and takes a huge swig. Elizabeth wipes
          her mouth, breathes normally.

                         ELIZABETH
          Sorry. I had something caught in my
          throat.
          The German Shepherd continues barking.

                         POLICE OFFICER #1
          What is it, Axel? Where is it, boy?
          The Dog comes bounding at Elizabeth. Elizabeth's eyes go
          wide. Amy licks her lips. The Dog sideswipes Elizabeth,
          almost knocking her over, and jumps onto Garrett.

                         GARRETT
          Ahhh!!!
          The'Police Officer starts rummaging through Garrett's bag
          and pulls out an opened bag of CORN CHIPS.

                         POLICE OFFICER #1
          (holding up Corn Chips)
          All clear. Dog must've responded to
          these. Happens.
          Elizabeth glares at Amy -- "I know you were behind this."
          Amy glares back.
          Principal Snur looks at Amy and shakes his head.

                         

                         

                         

                         

                         AMY
          (grasping at straws, to Garrett)
          Even though that wasn't drugs, junk food
          is still contraband. That's detention,
          Buster.

                         PRINCIPAL SNUR
          Enough, Amy. I think it's time we call
          off this witch-hunt.

                         ELIZABETH
          (pointedly to Amy)
          Thank you, Principal Snur. Now if you'll
          excuse me, my class has a state test to
          prepare for.
          Principal Snur, Amy and the Police Officer exit.
          Elizabeth slumps down into her chair, and all at once,
          the combination of WEED and COUGH SYRUP HITS HER.

                         ELIZABETH (CONT'D)
          Whoa.

                         CHASE
          Are you okay, Ms. Halsey?
          Elizabeth takes a long beat before answering.

                         ELIZABETH
          Class dismissed.

                         SASHA
          But the bell didn't ring.

                         ELIZABETH
          Get out of my face.
          (then, to Garrett)
          And leave the corn chips.
          The class uncertainly gathers their things and heads out.
          From outside Elizabeth's window, we SEE the SCHOOL BUSSES
          idling curbside. Elizabeth stares at the papers she
          still needs to grade. The papers stare back at her.

                         ELIZABETH (CONT'D)
          (to no one)
          But first, a nap.

                         DISSOLVE TO:

                         

                         

                         

                         

          INT. ELIZABETH'S CLASSROOM - NIGHT

          Elizabeth is asleep at her desk. She wakes with a jolt.
          A paper is stuck to her face.
          She looks again at the stack of work, then at the pile of
          things she's already corrected. There's FOUR.

                         ELIZABETH
          Balls!
          She knocks the stack of ungraded papers to the ground.
          After a beat, she collects herself, goes to pick the,
          papers off the floor. As she starts tossing them into
          the trash, something catches her eye: a PRACTICE TEST
          MANUAL. And in the corner, an address:

                         54 LAKEVIEW STREET
          Peoria Il, 61602

                          ELIZABETH (CONT'D)
          Huh.
          Elizabeth tears off the corner and pockets it.

          ELIZABETH (PRE-LAP) (CONT'D)
          Hey, it's Elizabeth Halsey...

          I/E. ELIZABETH'S CAR - DAY
          Elizabeth is driving down the highway and smoking a joint.

          ELIZABETH (V.0.)
          Unfortunately, I can't make it in today.
          My grandmother took a turn for the worse
          and it looks like she's dead.

          INT. ELIZABETH'S CLASSROOM - DAY

          The kids are laughing and engaged. TURN TO REVEAL SCOTT,
          dressed in overalls and a straw hat with a piece of hay
          in his mouth, animatedly teaching. He's holding a copy
          of "The Adventures of Tom Sawyer."

          ELIZABETH (V.0.)
          Yeah. So I'm off to the funeral. Wish
          me luck.

                         

                         

                         

                         

          EXT. SIGMA NU - MOMENTS LATER

          Elizabeth knocks on the door. A buff, shirtless guy in a
          backwards hat opens it. He likes what he sees.

                         FRAT GUY
          Hi there.

                         ELIZABETH
          Is Tucker here?

                         FRAT GUY

                         (DISAPPOINTED)
          Yeah, hold on. T-baaaaag! Someone's
          here.
          (then, back to Elizabeth)
          So you coming to our "CEOs and Corporate
          Ho's" party tonight?
          Elizabeth just stares at the Frat Guy. He turns away.
          Tucker, dressed identically to the Frat Guy but twenty
          pounds overweight, hustles down the stairs. He has a
          tattoo of intertwined teabags around his bicep.

                         TUCKER

          INT. SIGMA NU - TUCKER'S BEDROOM - DAY

          Tucker sits on his bed. Elizabeth leans against a desk,
          unwilling to sit down on anything in his disgusting room.
          BOB MARLEY plays softly.

                         TUCKER
          Do you ever talk to my brother?

                         ELIZABETH
          No. He dumped me, remember?

                         TUCKER
          You and my brother always had the
          histrionics.

                         (THEN)
          So, do you want to come to our party
          tonight? "CEOs and Corporate Ho's?"
          We're kinda light on Ho's.

                         ELIZABETH
          Like I told "Frat Guy #1," I'm not
          interested.

                         

                         

                         

                         

                         TUCKER
          Then what's up?

                         ELIZABETH
          I need some date rape drugs.

                         TUCKER
          (hurt, defensive)
          Two things. Number one: who do you think
          I am? Yeah, I like to party and yeah,
          I'm in an awesome frat, but that really
          hurts. And two: they're not "date rape"
          drugs. It's called GHB -- and it's for
          weightlifting. It helps build mass,
          okay? Why do you even want it?

                         ELIZABETH

                         (DEADPAN)
          For lifting.

                         (THEN)
          I have money and I'm in a rush.
          She takes out a wad of cash.

                         TUCKER
          That's all you needed to say. No need to
          get all histrionic on me.
          Tucker walks over to a chest, opens it, and takes out a
          small lockbox. He unlocks it and takes out a small
          bottle containing a clear liquid.

                         TUCKER (CONT'D)
          One capful makes you feel really good.
          Two capfuls will knock her out for a
          couple hours. You don't want to take any
          more than two.
          Elizabeth hands him some cash. He hands her the jar and
          then gives her a big, warm hug.

                         TUCKER (CONT'D)
          Listen, I know you and my brother aren't
          together anymore, but I still think of
          you as a sister, okay?

                         ELIZABETH
          Get your hand off my ass.

                         TUCKER
          Sorry, didn't even know I put it down
          there. Good luck with your lifting.

                         

                         

                         

                         

          71.

          INT. ELIZABETH'S CAR - DAY

          As Elizabeth drives, we HEAR a phone RINGING.

          WOMAN'S VOICE (O.S.)
          I.S.A.T. How can I direct your call?

          ELIZABETH (O.S.)
          Hi, my name is Marjorie Goodman and I'm
          calling from the Chicago Tribune. Who
          could I speak to regarding allegations of
          racial bias on your standardized tests?
          A beat.

          WOMAN'S VOICE (O.S.)
          Please hold.

          INT. T.G.I.FRIDAY'S - NIGHT

          A portly, unkempt man in a cheap suit, CARL HALABI,
          nervously walks through the hotel bar. He sees the back
          of a WOMAN with a RED PERM.

                         CARL
          Marjorie?
          "Marjorie" turns and we SEE that it's actually ELIZABETH,
          wearing the "Little Orphan Annie" wig. She's sipping a
          cocktail.

                         ELIZABETH
          You must be Carl.
          His face lights up, excited to be in the company of such
          an attractive woman. Elizabeth stands and extends her
          hand. Carl notices Elizabeth's very short skirt.

                         ELIZABETH (CONT'D)
          Thanks for meeting me on such short
          notice.
          Elizabeth motions for him to sit down.

                         CARL

                         (NERVOUS)
          You find the place alright? Good drive?

                         ELIZABETH
          Great drive. I love downstate Illinois.

                         CARL
          First time to Peoria?

                         

                         

                         

                         

          72.

                         ELIZABETH
          Hmm mmm.

                         CARL
          A lot of people don't know this, but it's
          the largest city on the Illinois River.

                         ELIZABETH
          Wow. I did not know that.

                         CARL
          Yup yup. And it was actually founded
          before Chicago.

                         ELIZABETH
          Hello, Jeopardy! Have you ever
          auditioned?

                         CARL
          (enjoying the compliment)
          No. I should, I should. Definitely
          thought about it.

                         ELIZABETH
          Listen, I'd love to sit here and chat
          with you all night.

                         CARL
          Yeah...

                         ELIZABETH
          But I'm sure you're a very busy man, so
          I'll get right down to it.

                         (THEN)
          I've spoken to various, um, black citizens
          who are alleging that your tests are
          biased towards white people and Orientals.

                         CARL
          (shakes head in frustration)
          You can't use my name, okay?

                         ELIZABETH
          No problem.

                         CARL
          Like I told you on the phone, every couple
          of years, we get calls from all over the
          state with these cockamamie charges. You
          should hear what they call me. And I'm
          not a racist. I voted for Obama.
          (motioning for her to write)
          That, you can quote me on.

                         

                         

                         

                         

          73.

                         ELIZABETH
          Oh, right.
          Elizabeth takes out a notebook and pen and starts jotting
          down notes.

                         CARL
          Look, Marjorie, I know my tests aren't
          perfect. But what's the alternative? I'm
          all for free thinking and creativity, but
          how do you formulate an education budget
          without hard numbers from one of my tests?

                         ELIZABETH
          You don't need to convince me. But you
          know what would help, Carl? For me to
          see one of this year's tests.

                         CARL
          No problem at all.
          Elizabeth lights up.

                         CARL (CONT'D)
          I'll send you one the day after the
          schools administer them.

                         ELIZABETH
          I'd really love to see it sooner. I'm on
          a bit of a deadline.

                         CARL
          I wish I could, but unfortunately, you
          need one of these bad boys.
          Carl holds up a lanyard with a STATE ID CARD and some
          keys attached.

                         ELIZABETH
          Ooh, you look like you're CIA. Listen, I
          totally get it. Enough business for one night.

                         (THEN)
          I'm gonna have another drink before I hit
          the road. What's your poison?

                         CARL
          My poison is the white devil. Wine.
          White wine.

                         ELIZABETH
          Fantastic.
          (then, to Bartender)
          One white wine, one tequila sunrise, and
          two shots of tequila.

                         

                         

                         

                         

          74.

          INT. T.G.I.FRIDAY'S - LATER

          Carl is a little tipsy and slurring his words. Elizabeth
          seems to be fine.

                         CARL
          You know, Marjorie, this is the best
          night I've had in a longtime.

                         ELIZABETH
          Well, that makes two of us.
          Elizabeth gives Carl "fuck me" eyes. He nervously sips
          his drink.

                         ELIZABETH (CONT'D)
          What turns you on, Carl?

                         CARL
          Everything.

                         ELIZABETH
          You know what turns me on, Carl?
          He giggles nervously.

                         ELIZABETH (CONT'D)

                         (WHISPERS)
          Sex in an office. Getting fucked really,
          really hard against a wooden desk.

                         CARL

                         (SWALLOWS)
          Mine's metal.

                         ELIZABETH
          Even better.

          INT. ILLINOIS STANDARDIZED TEST OFFICES - NIGHT

          Carl flips on the fluorescent lights and they flicker on,
          like dominoes across the ceiling. They enter his office
          and Carl awkwardly leans against the metal desk.

                         CARL
          (gesturing, as promised)
          So this is the desk.

                         ELIZABETH
          Do you have anything to drink?
          Carl goes to a mini-fridge and pulls out an already
          opened bottle of white wine.

                         

                         

                         

                         

          75.

                         ELIZABETH (CONT'D)
          White wine in the office. You're a bad
          boy.
          Carl pours a glass. Elizabeth swigs from the bottle.

                         ELIZABETH (CONT'D)
          Do you have any music?

                         CARL
          Um... I could put on some internet radio.
          Carl goes to fiddle with his computer. Elizabeth quickly
          reaches into her purse and pulls out the bottle of GHB.
          She pours a little into Carl's wine. And then a little
          bit more. As he turns around, she hands him the glass.

                         ELIZABETH
          A toast. To new friends.

                         CARL
          To new lovers.
          CLINK. Carl downs his glass.

                         CARL (CONT'D)

                         (NERVOUS)
          I'm gonna take off my shoes. Is that okay?

                         ELIZABETH
          Whatever, man. I'm gonna hit the lady's
          room.

                         CARL
          K, first door on your right. Don't be
          long.
          Carl starts carefully clearing everything off of his desk.

          INT. STANDARDIZED TEST OFFICES - BATHROOM - MOMENTS LATER

          Elizabeth waits in the bathroom. Yawns. Checks her watch.

          INT. STANDARDIZED TEST OFFICES - LATER

          She walks back in. Carl looks woozy. The only thing
          keeping him from passing out is the prospect of seeing
          Elizabeth naked.

                         CARL

                         (SLURRING)
          I wanna fug ya agains dis desk.

                         

                         

                         

                         

          76.

                         ELIZABETH
          Easy, Cowboy.
          Carl stumbles towards her. Elizabeth deftly moves around
          the desk and exits into the bullpen.

                         CARL
          Marblorie!

                         ELIZABETH
          (as to a child)
          Carl, I'm gonna need you to pass the fuck out.
          Carl smiles as he feebly chases after her. He. stops at
          the photocopier, steadies himself momentarily and then
          passes out, STILL STANDING.
          Elizabeth grabs the lanyard from Carl's neck and heads back
          into his office. She goes over to the filing cabinets,
          unlocks it with one of the keys, and starts rifling. She
          pulls out a folder.

          2009 ILLINOIS STANDARDIZED TEST

                          ELIZABETH (CONT'D)
          And bingo was his name-o.
          She walks over to the photocopier and pushes Carl over. He
          collapses on the ground -- out cold. She copies the test and
          puts it back and grabs a stack of scantrons from a shelf.
          She takes a post-it, scribbles something and sticks it to
          his forehead. As Elizabeth exits, the camera PUSHES IN:
          "You were AMAZING. Love, Marjorie."

                         CUT TO:

          INT. ELIZABETH'S CLASSROOM - MORNING

          Elizabeth stares at the clock. 8:59... 8:59.

                         ELIZABETH
          Okay, go.
          The students open their test books and start. Twenty-
          five pencils hit paper in unison.

                         DISSOLVE TO:

          INT. ELIZABETH'S CLASSROOM - LATER

          Elizabeth stares at the clock. 10:59... 10:59.

                         

                         

                         

                         

                         ELIZABETH
          Okay, pencils down.
          A couple of groans. A couple of frantic moves to fill in
          more scantron bubbles.

                         ELIZABETH (CONT'D)
          Come on, come on. It doesn't even
          matter. Bring your tests up.
          The students dutifully place their tests into a neat
          stack on the corner of Elizabeth's desk and exit.
          Elizabeth waits for all the kids to leave and then slides
          all of the exams into the trash. She pulls out a match
          and lights the exams on fire.
          She then reaches into her bag and pulls out a new stack
          of completed exams. She places the new exams into an
          official-looking folder and exits.

                         DISSOLVE TO:

          CHYRON: 2 WEEKS LATER
          Principal Snur is on stage. All the teachers sit in the
          first few rows. Amy stands at her seat.

                         AMY
          If anyone has any information regarding
          the whereabouts of the missing "Annie"
          wig, please let me know ASAP. Because if
          that wig isn't found, you can bet your
          bottom dollar the "sun will not come out
          tomorrow." Back to you, Wally.
          Amy sits. Principal Snur addresses the teachers.

                         PRINCIPAL SNUR
          Thanks, Amy. Um, okay, I'm sure everyone
          wants to go home, so I'll be quick.

                         SANDY

                         (PIPING UP)
          Fourscore and seven years ago...
          Scattered laughter. Elizabeth rolls her eyes.

                         

                         

                         

                         

                         PRINCIPAL SNUR
          (holding up file)
          So I have here the results of the state
          exam -- and I'm happy to announce that
          John Adams Middle School had the fifth
          highest scores in the state.
          The Teachers applaud.

          PRINCIPAL SNUR (CONT'D)
          And I want to single out one of our own,
          who showed that with hard work and
          dedication, one person can make a
          difference. She makes me proud to be her
          boss and she's now $5700 richer. With
          the highest scores in the county -- yes,
          you heard me right, in the county ---I
          want everyone to please give a hand to --

                         AMY
          (to random teacher)
          Oh boy, third year in a row. This is
          starting to get embarrassing.

                         PRINCIPAL SNUR
          Elizabeth Halsey!
          Elizabeth leans over to Amy, who's sitting beside her.

                         ELIZABETH
          This is unexpected.
          All of the color drains from Amy's face as Elizabeth
          stands and waves at the crowd.

          INT. JOHN ADAMS MIDDLE SCHOOL - HALLWAY - DAY

          Teachers are exiting the auditorium. Scott catches up to
          Elizabeth, who's marvelling at the bonus check.

                         SCOTT
          Hey, if it isn't Professor Smartypants.
          Scott playfully punches her shoulder. Elizabeth
          playfully punches him back.

                         ELIZABETH

                         (FLIRTY)
          Better not mess with me. I'm a lot
          stronger than I look.

                         

                         

                         

                         

          79.

                         SCOTT

                         (LAUGHS)
          So what are you gonna do with your new-
          found riches?

                         ELIZABETH
          Something big. Maybe two big things.
          Amy walks up and gives Elizabeth a big, fake hug.

                         AMY
          Hey! Ism so proud of you. If someone
          told me at the beginning of the year that
          you -- you! -- would get the bonus, I
          would've said to whomever it was, 'you
          must be joshing me.' And now, here we
          are. Here we are.

                         SCOTT
          We should go out and celebrate.
          (joking, to Elizabeth)
          Your treat?

                         AMY
          What a good, fun idea. Unfortunately,
          Scott and I have to go over the itinerary
          for the D.C. trip. We're the chaperones.
          We're going together.
          (then, quiet to Elizabeth)
          We're dating, so it'll also be romantic.
          You're not dating anyone now, right?

                         ELIZABETH
          I've got my eye on someone, but he's
          dating a major cunt.
          (then, to Scott)
          Pardon my French.

                         SCOTT
          No, she sounds terrible.

                         ELIZABETH
          She is.

                         AMY
          Well then. Scott, we should skedaddle.
          Those itineraries won't schedule
          themselves.
          Amy and Scott head off. Scott turns around.

                         SCOTT
          Rain check on those drinks.

                         

                         

                         

                         

                         ELIZABETH

                         (TO HERSELF)
          You can bet on it.

          INT. DR. VOGEL'S OFFICE - RECEPTION AREA - DAY

          Danni, the receptionist, uncrumples a BALL OF CRUMPLED CASH
          and counts it. Elizabeth taps her fingers impatiently.

                         DANNI
          Almost done. We don't normally deal with
          cash here. At the doctor's office.
          Elizabeth slides the bonus check across the desk.

                         ELIZABETH
          And this is endorsed. And the rest you
          can put on these.
          Elizabeth slides four credit cards across the desk. The
          MIDDLE-AGED DOCTOR from earlier walks by.

                         DANNI

                         (TO ELIZABETH)
          And when would you like to come in?

                         ELIZABETH

                         (TO DOCTOR)

                         MIDDLE-AGED DOCTOR
          Hi.
          He goes into his office. Elizabeth turns back to Danni.

                         DANNI
          And when would you like to come in?

                         ELIZABETH
          Today. Tomorrow. As soon as possible.
          Danni checks her calendar.

                         DANNI
          A week from tomorrow, then?

                         ELIZABETH
          Book it.
          Danni slides Elizabeth a packet of literature.

                         

                         

                         

                         

                         DANNI
          We have a 48 hour cancellation policy.
          Anything after that, you'll be charged
          50% the cost of the surgery -- unless
          there are extenuating circumstances.

                         ELIZABETH
          I wouldn't miss it for the world.
          Elizabeth pulls her shirt away from her body and looks
          down at her breasts.

                         ELIZABETH (CONT'D)
          So long, suckers.

          EXT. J.A.M.S. - TEACHER PARKING LOT - DAWN

          The lot is empty except for Elizabeth's car.

          INT. AMY'S CLASSROOM - DAY

          Elizabeth enters and pulls latex gloves from her bag.
          She snaps them on. She takes a seat at Amy's desk and
          pulls an apple from her bag.
          Then she pulls out POISON IVY. She rubs the apple with
          the poison ivy leaves and then carefully places it in the
          center of the desk. Elizabeth smiles.

          INT. AMY'S CLASSROOM - LATER

          Amy's class is seated. Amy enters and heads for her desk.
          She notices the apple and smiles at her class, touched.
          Thank you.
          The class stares back at her blankly.

                         AMY (CONT'D)
          Who did this?
          No response from the class.

                         AMY (CONT'D)
          Oh come on. Nobody wants an extra
          sticker on their all-star board?
          Amy presses the apple to her ear.

                         

                         

                         

                         

                         AMY (CONT'D)
          (muppet voice, to apple)
          Who brought you to me?
          Amy places the apple up to her ear.

                         AMY (CONT'D)

                         (MUPPET VOICE)
          What's that, Mr. Apple? You want me to
          take a bite? Alrighty-roo.
          Amy takes a bite of the apple and then addresses the class.

                         AMY (CONT'D)
          Enough horsin' around, let's get started.

          JUMP CUT TO:

          EXT. JOHN ADAMS MIDDLE SCHOOL - TEACHER PARKING LOT - DAY

          A LUXURY BUS idles curbside. Parents see off their kids.
          Scott and Elizabeth are checking kids in. Principal Snur
          walks up.

                         PRINCIPAL SNUR
          All set?

                         SCOTT
          I think we're good.

                         PRINCIPAL SNUR
          Elizabeth, thanks again for hopping in
          last minute. You really saved us.

                         ELIZABETH
          Is Amy going to be okay?

                         PRINCIPAL SNUR
          She'll be fine. But to be honest, I
          think she was scaring some of the kids.

                         ELIZABETH
          I bet, I bet. Well, let her know she's
          in my thoughts.

                         ANGLE ON
          Amy watching from outside her car. One side of her face
          is completely blistered, scaly and red from the POISON
          IVY. The kids have every reason to be scared by her.
          She gets into her car and slams the door.

                         

                         

                         

                         

                         AMY
          (banging on steering wheel)
          Fudge! Fudge! Fudge! Fuuuuuck--dge!

          INT. LUXURY BUS - DAY

          Kids sing BUS SONGS. Elizabeth and Scott sit up front.

                         KIDS

                         (SINGING)
          Hey, Sasha!
          Hey, Sasha!

                         SASHA
          I think I hear it again!

                         KIDS
          You're wanted on the telephone!

                         SASHA

                         (POINTING)
          If it's not Chase, then I'm not home!
          Chase rolls her eyes. Up front, Scott and Elizabeth sit
          next to one another and share ipod buds.

                         ELIZABETH
          (nodding to the beat)
          You guys are amazing. Period 5 is
          definitely going to make it.
          Scott smiles wide. Garrett walks up the aisle. He looks
          at Elizabeth, then turns to Scott.

                         GARRETT
          Mr. Delacourte, do you think we could go
          to the poetry museum?

                         SCOTT
          Oh, um, I don't know, Champ, um --
          Scott looks to Elizabeth, like "please help."

                         

                         

                         

                         

                         ELIZABETH
          (to Garrett, supersweet)
          Oh, honey, I bet everyone would just love
          to walk around and look at all the poetry
          on the walls, but unfortunately, the
          itinerary's really tight.

                         GARRETT
          Why are you talking like that?

                         ELIZABETH
          Just go sit down, sweetie.
          Garrett gives her an annoyed look and then heads back to
          his seat. Scott smiles at Elizabeth.

                         SCOTT
          Wow, you are such a natural.

                         ELIZABETH
          When you love what you do, it comes easy.

          INT. JOHN ADAMS MIDDLE SCHOOL - HALLWAY - NIGHT

          A splotchy-faced Amy trudges down the hallway. She
          passes Elizabeth's room, stops, walks back to the door
          and peers in. She looks down the hallway -- it's empty.

          INT. ELIZABETH'S CLASSROOM - CONTINUOUS

          Amy rifles through Elizabeth's desk. She opens the top
          drawer. Just pens and paper. She tries the bottom
          drawer. Locked.
          Shishkebabs!

          INT. EMPTY HALLWAY - MOMENTS LATER

          Amy drags ELIZABETH'S DESK across the hallway into her
          room. It's a slow, difficult and loud process.

          INT. EMPTY HALLWAY - LATER

          Amy, sweating, now drags HER OWN DESK across the.hallway
          into Elizabeth's room. She stops to catch her breath.

                         CUT TO:

                         

                         

                         

                         

          85.

          INT. AMY'S CLASSROOM - THE NEXT DAY

          Amy watches as the MAINTENANCE GUY sorts through his keys
          and tries to unlocks the desk.

                         AMY
          (nervous, too loud)
          I never lose my keys!

                         MAINTENANCE GUY
          What's wrong with your face?

                         AMY
          What's wrong with your face?!?!

                         MAINTENANCE GUY
          Just making conversation.
          He finds the right key and opens the desk.

          MAINTENANCE GUY (CONT'D)
          All set.

                         AMY
          (buying it back)
          Super! Thanks a bunch, Amos!
          The Maintenance Man exits.
          Amy immediately opens the desk and rummages through it.
          She pulls out the "Annie" wig.

                         AMY (CONT'D)
          Busted.
          She pulls out a test booklet. There's a piece ripped out
          from the front page. Amy's eyes narrow. She runs to the
          floor, where she has neat stacks of what used to be in
          her desk. She finds her test booklet and compares the
          two, clocking the I.S.A.T. address.

                         AMY (CONT'D)
          Looks like somebody's in big, big
          trouble.

          EXT. WASHINGTON, D.C. - DAY

          To establish.

          EXT. WASHINGTON, D.C. - SMITHSONIAN - DAY

          Elizabeth and Scott stand with the kids in the lobby area.

                         

                         

                         

                         

          86.

                         SCOTT
          Alright, guys, count-off.
          The students begin their count-off.

                         STUDENT #1

          1.

                         SASHA

          2!

                         STUDENT #3

          3.

                         TRISTAN

          69.
          He bumps knuckles with his friend.

                         GARRETT

          5.
          As the students continue counting off, we

                         CUT TO:
          D.C. Montage:
          --Elizabeth and Scott walk with the kids through
          ARLINGTON NATIONAL CEMETERY. Elizabeth snaps her gum.
          --Elizabeth, Scott and the kids follow a TOUR GUIDE
          through the WHITE HOUSE. Elizabeth takes the gum from
          her mouth and looks for a place to toss it. She doesn't
          see a trash can and quickly sticks it to the bottom of an
          antique table.
          --Chase has Elizabeth take a "Charlie's Angels" posed
          picture of her and her minions. Elizabeth takes the picture
          before they're fully posed and hands the camera back.

          END MONTAGE.

          INT. ILLINOIS STANDARDIZED TEST OFFICES - DAY

          Amy, her face still covered in the rash, sits across from
          Carl Halabi, the administrator that Elizabeth roofied.
          Carl is staring at a photo of Elizabeth.

                         CARL
          She changed her hair. Is Marjorie in
          some kind of trouble?

                         

                         

                         

                         

          87.

                         AMY
          I think you're the one that might be in
          some kind of trouble! Did you or did you
          not give her a copy of the state test?

                         CARL
          What?! No!

                         (THEN)
          All I did was give her a couple of quotes
          ,for her article and that's it.

                         AMY
          What article?

                         CARL
          For the Tribune. She's a reporter there.
          Right?
          Amy's eyes go wide.

                         CUT TO:

          EXT. HIGHWAY - DAY

          Amy's car ZOOMS past the camera.

          INT. AMY'S CAR - DAY

          Amy's drives, her hands at 10 and 2. CLOSE ON the
           speedometer as the needle hovers between 55 and 56 mph.

          EXT. WASHINGTON, D.C. - JEFFERSON MEMORIAL - DAY

          The students take pictures. Garrett walks up to chase.

                         GARRETT
          Hey, you want me to take your picture?

                         CHASE
          No.

                         GARRETT
          Alright, well let me know. I've got my
          camera and my battery's fully charged.
          She turns away.

                          GARRETT (CONT'D)
          Awesome.

                         ANGLE ON

                         

                         

                         

                         

          88.
          .Scott, who stares up at the memorial and looks choked up.
          Elizabeth walks up behind him eating a fruit roll-up.

                         ELIZABETH

                         (OFFERING)
          Fruit roll-up?

                         SCOTT

                         (RE JEFFERSON)
          I'm so conflicted about this man. Did
          you know that he had slaves?
          Elizabeth tries to dislodge a piece of the fruit roll-up
          from the back of her mouth with her tongue.

                         ELIZABETH
          Yeah, everyone knows that.

                         SCOTT
          I just hate slavery so, so much. An
          unquestionable evil. I hate it.
          Elizabeth continues struggling with the fruit.

                         ELIZABETH
          Slavery's the worst.

                         SCOTT
          If I could go back in time and undo
          slavery, I would.
          Elizabeth gives him a sideways glance, like "no shit."

                         ELIZABETH
          You really hate slavery, huh?

                         SCOTT
          I hate it.
          Elizabeth finally dislodges the chunk of fruit roll-up.

                         ELIZABETH
          (re fruit roll-up)
          Got it.

                         SCOTT
          (staring straight ahead)
          You get it.
          Scott squeezes Elizabeth's shoulder.

                         SCOTT (CONT'D)
          Thanks for listening.

                         

                         

                         

                         

          89.

                         ELIZABETH
          Hey, I want you to know you can talk to
          me about anything. Slavery, the
          Holocaust, relationships.
          Scott smiles. Elizabeth smiles. They lock eyes -- a
          moment.

          INT. PRINCIPAL SNUR'S OFFICE - DAY

          Principal Snur squeezes a dolphin-shaped stress ball that
          chirps like a dolphin with every squeeze. Amy sits
          across from him, trying to contain her glee.

                         PRINCIPAL SNUR
          (shaking his head)
          Test-tampering. Here? At J.A.M.S.?

                         AMY
          And like I said, she stole the wig. I
          think we're dealing with a criminal
          master-mind.

                         (BEAT)
          Sorry to be the bearer of bad news, Wally.
          You know how much we all like her.

                         PRINCIPAL SNUR
          I know. It's a tragedy. But Amy, let's
          keep this between us. The last thing we
          need is a scandal on our hands.

                         AMY
          You betcha.
          (gets up to go, turns)
          You know what scares me the most? This
          is just what we know. This could be the
          tip of the iceberg. Who knows what else
          she's capable of?

          INT. RADISSON HOTEL - HALLWAY - NIGHT

          The CAMERA is tight on a hotel room door. The faint
          thumping of hotel sex can be heard.

          INT. RADISSON HOTEL - SCOTT'S ROOM - NIGHT

          Elizabeth and Scott are dry-humping, FULLY CLOTHED except
          for their shoes and socks.

                         SCOTT
          Oh my gosh, your body feels so good.

                         

                         

                         

                         

          90.

                         ELIZABETH
          Harder, harder.
          Elizabeth tries pulling off her shirt. Scott pulls it
          back down.

                         SCOTT
          Oh my gosh, I'm dry-humping the shit out
          of you.

                         ELIZABETH
          Erg. Dry fuck the fuck out of me.

                         SCOTT
          Oh my gosh, I'm so close... I'm... pfft.
          Ugh.
          Scott rolls off of Elizabeth and exhales deeply. There's
          a wet spot on his jeans.

                         SCOTT (CONT'D)
          That was a mistake.

                         ELIZABETH
          That was fast.

                         SCOTT
          I know, I'm sorry. But this isn't me. And I.
          know this isn't you. I'm in love with Amy.

                         ELIZABETH
          But we're so good together. We both hate
          slavery, we both love teaching. And call
          me crazy, but I always imagined us
          spending summers at your family's compound
          in Hyannisport.

                         SCOTT
          I know. And you're awesome and you have a
          huge heart and I love your empathy. It's
          just, when I was dry-humping you, I couldn't
          stop thinking about dry-humping Any.

                         ELIZABETH
          It's because of my tits, isn't it? Well,
          I'm getting new ones in, like, two days.
          Don't make a decision until you see them.

                         SCOTT
          Elizabeth, I think you're beautiful just
          the way you are, even with your flat chest.
          And I think Amy's beautiful. But I just
          have to do what's right. I made Amy a
          promise.

                         

                         

                         

                         

          91.
          Scott holds up his hand, showing off a PROMISE RING.

                         ELIZABETH
          What're you -- 13?
          Elizabeth angrily gets up and pulls on her socks.

                         SCOTT
          Wait, Elizabeth. Don't go. Spend the night
          here with me. You can sleep on the other bed.

                         ELIZABETH

                         (FAKE EXCITEMENT)
          Ooh, like a slumber party? I'm leaving. And
          for the record, your band sucks, asstard.
          Elizabeth opens the room door and exits. She tries slamming
          the door, but it's on a spring so it closes very, very slowly.

          EXT. LINCOLN MEMORIAL - DAY

          The kids listen to a TOUR GUIDE on the steps of the
          memorial. Garrett sneaks furtive glances at Chase.
          Elizabeth stands away from the group, on her cell.

                         ELIZABETH

                         (ON PHONE)
          Wally. Why would I cheat? If I'm guilty
          of anything, it's teaching too hard.
          Great... I've got nothing to hide.
          She ends the call.

                         ELIZABETH (CONT'D)
          Fuck!
          Scott, wearing a Thomas Jefferson souvenir T-shirt, and
          all of the students look over at Elizabeth.

          ELIZABETH.(CONT'D)
          What?!
          The Tour Guide looks around uncertainly before continuing.

                         TOUR GUIDE
          And does anyone know what Abraham
          Lincoln's nickname was?
          Sasha's hand shoots up.

                         SASHA
          Honest Abe.

                         

                         

                         

                         

          92.

                         TOUR GUIDE
          "Honest Abe", that's right. Because
          Lincoln always said what was on his mind,
          even if that meant being unpopular.
          Abraham Lincoln always showed great
          courage.
          Garrett takes this in. He looks over at Chase and then,
          after a beat, raises his hand.

          TOUR GUIDE (CONT'D)
          Yes?

                         GARRETT
          I love Chase Streeter-Rossi.
          All eyes turn to Garrett. Chase looks mortified.

                         TOUR GUIDE
          Okay then. Any other questions?

                         GARRETT
          (presses, turns to Chase)
          I love you, Chase. I've always loved
          you. And even though you pretty much
          stopped talking to me in fifth grade, I
          don't care. I remember the Chase that
          wrote me a card when my dad was
          overweight and had to go to the hospital
          because of his heart --

                         SASHA
          That was from the whole class.

                         GARRETT
          Shut up, Sasha, I'm talking about a
          different card.

                         (CONTINUING)
          And then, a year later, when he left my
          mom and moved in with his trainer, you
          wrote me another card. What happened to
          us? Remember when we had a sleepover in
          the second grade and you wet your bed and
          you were so embarrassed and you made me
          promise not to ever tell anyone. Well, I
          never did and I never will. I know we're
          really young, but remember Romeo and
          Juliet were only 13. A lot of people
          don't know that. So there it is. My
          heart on a sleeve.
          (goes into rhyming verse)
          Don't let me leave / Always believe /
          A beat. Chase stares at Garrett.

                         

                         

                         

                         

          93.

                         CHASE
          Gross.
          Chase's friends all start laughing. The rest of the
          class joins in. Garrett runs down the steps, away from
          everyone.

                         SCOTT
          Alright, guys, let's settle down.
          The Tour Guide looks around, uncertain.

                         TOUR GUIDE

                         (POINTING)
          And these columns here are Doric columns.
          Now let's move inside to see the interior
          murals painted by Jules Guerin.
          The Tour Guide leads the group inside. Elizabeth looks
          back and sees Garrett on the steps, his head in his
          hands. She rolls her eyes and walks down to him.

                         ELIZABETH
          Hey, Abe Lincoln, get up. Tour's not
          over.

                         GARRETT

                         (UPSET)
          She just laughed at me. Called me gross.

                         ELIZABETH
          You'll get over it. Get up.

                         GARRETT
          I'm not going back. Leave me alone!

                         ELIZABETH
          Now.

                         GARRETT
          No!
          Garrett runs off.

                         ELIZABETH
          Hey, come back here you little --
          Elizabeth starts running after him in heels. She
          immediately breaks a heel.

                         ELIZABETH (CONT'D)

                         MOTHER --
          She breaks the other heel.

                         

                         

                         

                         

                          ELIZABETH (CONT'D)
          Fucker.

          EXT. WASHINGTON, D.C. - DAY

           The students stand by their bus. Scott addresses them.

                         SCOTT
          Who had a good time in D.C.?
          The students let out a cheer.
          SCOTT (cont'd) (CONT'D)
          Who ate too many french fries at lunch?
          The students let out another cheer.
          SCOTT (cont'd) (CONT'D)
          Alright, let's do our final count-off.

                         STUDENT #1

                         SASHA

                         STUDENT #3

                         TRISTAN
          A beat.

                         STUDENT #6

          6.

                         STUDENT #7

          7.

          ,SCOTT
          Wait, wait. Where's 5? Who's 5?
          Everyone looks around.

                         SASHA
          I think it's Garrett Tiara.

                         SCOTT
          Garrett! Garrett!
          Nothing. Scott looks around, stricken.

                         

                         

                         

                         
          SCOTT (cont'd) (CONT'D)
          And where's Ms. Halsey?
          Nothing.
          SCOTT (cont'd) (CONT'D)
          Alright, everyone on the bus!

                         CUT TO:

          EXT. WASHINGTON, D.C. - STREET - LATER

          Elizabeth searches for Garrett.

                         ELIZABETH
          Garrett! Garrett!
          Her cell phone RINGS. She checks the caller ID: "HOT
          SCOTT." She puts the phone back in her purse.

          INT. LUXURY BUS - LATER

          The kids are getting restless. A lot of singing. A lot
          of horsing around.

                         KIDS

                         (CHANTING)
          Let's go home! Let's go home!
          Scott sits up front by the driver. He's on his cell.

                         SCOTT

                         (FRANTIC )
          I'm freaking out here. They've been
          missing over two hours. I'm just a
          substitute!
          (then, to kids)
          Shut up!!!
          The chanting immediately stops.

                         INTERCUT WITH:

          INT. AMY'S APARTMENT - DAY

          Amy, the phone cradled to her ear, leans back on her
          couch. She's wearing splotches of calamine lotion over
          her rash and her hair is pulled back. A TURTLE plods
          across her kitchen table.

                         

                         

                         

                         

          96.

                         AMY

                         (WHEELS SPINNING)
          Oh my gosh. We just might have a Mary
          Kay Letourneau situation on our hands.
          Amy scratches the turtle's neck as it continues across
          the table.

                         SCOTT
          I don't know. You think?

                         AMY
          I know. The woman's a criminal
          mastermind.

                         SCOTT
          This is such a mess.

                         AMY
          What I need from you is to focus and get
          our kids home safe. I'll take care of
          everything here.

                         SCOTT
          Thanks, Amy. You're a lifesaver.

                         AMY
          It's what I do. Love you, Scooter.
          She hangs up the phone and cockily kicks her feet onto
          the table, accidentally knocking the turtle to the floor.

                         AMY (CONT'D)
          Oh boy.

          EXT. WASHINGTON, D.C. - NIGHT

          We're no longer in the tourist areas. A STRAY DOG walks
          down the middle of the street. SIRENS WAIL. PROSTITUTES
          hail Johns with catcalls. Elizabeth, still in her broken
          heels, walks down the gritty street. -

                         ELIZABETH

                         (CALLING)
          Garrett! Garrett!
          Her phone RINGS. She checks the CALLER ID -- "HOT SCOTT."

                         ELIZABETH (CONT'D)

                         (ANSWERING PHONE)
          I'm looking for him! Stop fucking
          calling me!

                         

                         

                         

                         
          She powers her phone off and continues down the street.
          She passes two PROSTITUTES.

                         ELIZABETH (CONT'D)
          Hey, guys. Hi. I'm looking for a young
          kid, about 13. Really annoying, kind of
          a cry baby. Have you seen him?

                         PROSTITUTE #1
          Fuck you.

                         ELIZABETH
          Fantastic.

                         PROSTITUTE #2
          You best step off, bitch, because this is
          my block. This here's Poetry's block.

                         ELIZABETH
          Poetry?

                         PROSTITUTE #1
          Cause that's how she fuck.

                         PROSTITUTE #2
          I fuck like that. Lyrical.
          Something occurs to Elizabeth. She smiles.

                         ELIZABETH
          Thank you, Poetry. And Poetry's friend.
          Elizabeth walks off and sticks out her hand, trying to
          hail a cab. She passes a bunch of HOMELESS MEN warming
          up by a trash can fire.

                         HOMELESS MAN #1
          Won't get a cab in this neighborhood.
          A CAR slows next to Elizabeth. A JOHN rolls down the
          passenger window and leans out.

                         JOHN
          Hey, sweetheart. How much for a titty
          fuck?

                         ELIZABETH
          I need a ride.

                         JOHN
          Oh yeah, I need a ride, too. Right
          through those titties.

                         

                         

                         

                         

                         ELIZABETH
          No, I need a ride. Like you driving, and
          me pointing mace at your face. I'll give
          you ten bucks.

                         JOHN

                         (A BEAT)
          This is weird. Twenty.
          Elizabeth hops in.

                         CUT TO:

          EXT. J.A.M.S. - TEACHER'S PARKING LOT - NIGHT

          MIDNIGHT. PARENTS are waiting. A few console Garrett's
          mom, Melody. A few LOCAL NEWS VANS idle nearby.

                         SPENCER'S MOM

                         (TO MELODY)
          He's gonna be alright. The police will
          find him. I'm sure they're back at the
          hotel. Probably just a mix-up.
          The bus pulls up to the curb and stops. Scott steps off
          first, clearly confused by the crowd and TV cameras.
          Immediately, a reporter thrusts a mic into his face.

                         REPORTER
          What can you. tell us about the alleged
          romance between Elizabeth Halsey and a 13
          year old student?

                         SCOTT

                         (CONFUSED)
          What?
          The students step off and the Parents swarm them.

                         PARENT #1
          Oh baby, are you okay? Did she touch
          you?
          Sasha's parents engulf her in a hug.

                         SASHA'S MOTHER
          Oh Sasha!
          (then, to Sasha's Dad)
          You expect this stuff to happen in
          Florida, not here.

                         

                         

                         

                         

          EXT. WASHINGTON, D.C. - OFFICE OF THE POET LAUREATE - NIGHT

          Garrett walks up to a drab building where he sees
          Elizabeth on the curb waiting for him. There's a tiny
          sign that reads "Office of the Poet Laureate."

                         ELIZABETH
          It's closed. Won't be open till morning.
          Come on. Let's get back to the hotel.
          I'm sure everyone's mad at you.
          Garrett stands his ground.

                         GARRETT
          I'm not leaving without talking to the
          poet laureate.

                         ELIZABETH
          Do you think that some Shel Silverstein
          wannabe is going to tell you the meaning
          of life?

                         GARRETT
          What do you care?

                         ELIZABETH
          I'm here, right?

                         GARRETT
          You have to be here. You're a teacher.

                         ELIZABETH
          Not for long. I'm getting fired for
          cheating as soon as we get back.
          Garrett takes a seat next to Elizabeth.

                         GARRETT
          So. you came looking for me on your own?

                         ELIZABETH
          Yup.
          (holds up her shoes)
          And you owe me a new pair of
          Nanette Lepores.

                         GARRETT
          I just want to know what to say to Chase
          to get her to like me.

                         ELIZABETH
          You know what you should do?

                         

                         

                         

                         
          What?

                         ELIZABETH
          Just go out and sleep with as many girls,
          as you possibly can. Get her out of your
          head.

                         GARRETT
          They'll probably reject me, too.

                         ELIZABETH
          Yeah, probably. But life's about how you
          deal with rejection. You can either hide
          in a corner and cry or you can get
          stronger every time. And I figure a kid
          like you with not much going for him --
          if he were to choose the latter -- might
          end up becoming a pretty strong man.

                         GARRETT

                         (TOUCHED)
          Thanks.

                         ELIZABETH
          Now come on, let's get out of here. I'm
          freezing and Mr. Delacourte's probably
          shitting a brick.

                         GARRETT
          I can't go back there. All the kids will
          laugh at me.

                         ELIZABETH
          You seriously think they haven't been
          laughing already?

                         GARRETT
          Maybe Chase is wondering where I am.

                         ELIZABETH
          Hate to break it to you, kid, but I don't
          think anyone gives two shits where we are.

          INT. PRINCIPAL SNUR'S OFFICE - NIGHT

          Principal.Snur sits across from Garrett's mother, Melody,
          who is beside herself. She is wearing a beret. A
          DETECTIVE and Amy are standing behind the desk.
          Principal Snur passes her a dolphin-shaped tissue box.

                         

                         

                         

                         

                         DETECTIVE
          What else can you tell us about Garrett
          and Ms. Halsey's relationship?

                         MELODY
          It was strictly student/teacher.
          Garrett's a gifted poet and Ms. Halsey
          was trying to bring that out of him.
          Amy snorts.

                         DETECTIVE
          Did they ever spend time outside of the
          classroom?

                         MELODY
          Aside from Christmas at our house?
          Absolutely not.
          The Detective glances at the Principal, like "Oh boy."

                         AMY
          She used to give all the guys that look.
          That sex look. You know --
          Amy gives her version of a sexy look to the Detective.

                         AMY (CONT'D)
          She's a monster.

                         DETECTIVE
          Mrs. Tiara, I think we might need to
          consider the possibility that Elizabeth
          Halsey has abducted your son and that the
          two of them are involved in a sexual
          relationship.

                         MELODY

                         (INCONSOLABLE)
          Marbles doesn't even have armpit hair!

                         DETECTIVE
          (quietly, to Principal Snur)
          We should send out an Amber Alert. We
          need to catch this Sicko.

          TV NEWS FOOTAGE
          A REPORTER talks to camera on the steps of J.A.M.S.
          Other NEWS CREWS are in the bg.

                         

                         

                         

                         

          102.

                         REPORTER
          A school official close to the scandal
          confirms that in addition to her alleged
          sexual relationship with the unnamed
          seventh grader, Elizabeth Halsey has been
          investigated for possible drug use,
          standardized testing fraud, and the theft
          of an "Annie" wig from a school
          production.
          The TV Report flashes an unflattering photo of ELIZABETH
          with a BLURRED OUT GARRETT.
          In front of the school, the Reporter turns to Principal Snur.

                         REPORTER (CONT'D)
          Can you comment on any of these allegations?

                         PRINCIPAL SNUR
          The superintendent will speak to the
          press shortly, but for now, I'd just like
          to say that I hope Ms. Halsey does the
          right thing and brings back our student.

          INT. WASHINGTON, D.C. - TRAIN STATION - NIGHT

          Elizabeth buys two tickets. Garrett hovers beside her.

                         ELIZABETH

                         (TO GARRETT)
          You're paying me back for this.

          EXT. TOWNHOUSE - NIGHT

          Elizabeth's ex-fiance, mark, stands with Sheila and talks
          to a REPORTER.

                         MARK
          Am I shocked?
          Mark starts laughing.

                         SHEILA
          She was always very cold to me.

          JUMP CUT TO:

          EXT. JOHN ADAMS MIDDLE SCHOOL - NIGHT

          Chase is crying as she speaks to a DIFFERENT REPORTER.

                         

                         

                         

                         

          103.

                         CHASE
          (wiping away tears)
          Garrett sat diagonal from me in language
          arts. He was always so supportive of my
          modelling career.

          JUMP CUT TO:

          EXT. JOHN ADAMS MIDDLE SCHOOL - NIGHT

          Lynn stands with a DIFFERENT REPORTER.

                         LYNN

                         (TEARY)
          She's my best friend. She tells me
          everything. We have lunch together!

          JUMP CUT TO:

          EXT. JOHN ADAMS MIDDLE SCHOOL - NIGHT

          Tristan stands with a DIFFERENT REPORTER.

                         TRISTAN
          I've been telling him to hit that all
          year. That's my boy!

          EXT. JOHN ADAMS MIDDLE SCHOOL - NIGHT

          Amy talks to a DIFFERENT REPORTER.

                         AMY
          (holding a candle)
          "No child left behind." How ironic.
          That a child was left behind. In
          Washington, D.C. With a statutory
          rapist.

          JUMP CUT TO:

          INT. AMTRAK TRAIN NIGHT

          Elizabeth and Garrett are seated next to one another on
          the darkened train. Garrett's asleep against the window,
          Elizabeth is reading "In Style" with the overhead light.
          Garrett stirs, rolls the other way and gently places his
          head on Elizabeth's shoulder. She looks at him and then
          shrugs her shoulder to get him off. His head falls back
          on. She leaves it.

                         

                         

                         

                         

          104.

          I/E. TAXI - NIGHT
          Elizabeth is asleep on Garrett's shoulder. Garrett is
          pressed against the window, clearly uncomfortable. The
          Taxi turns a corner and Garrett notices something.

                         GARRETT
          Hey, there's a bunch of people outside of
          my house.
          Elizabeth wakes up and looks up to see:
          A CANDLELIGHT VIGIL, including Amy, Scott, Melody, and
          many. of Garrett's classmates; a SEA OF TV CAMERAS; and

          TWO POLICE CARS.

                         ELIZABETH
          What the fuck?
          (then, to Garrett)
          Did you steal something?
          The taxi pulls up to the curb and Elizabeth and Garrett .exit.
          CHAOS. They're immediately swarmed by everyone. The
          Cops struggle to push past.

                         MELODY

                         (BESIDE HERSELF)
          Marbles!!!
          The reporters thrust mics in her face.

                         REPORTER #1 REPORTER #2
          How long have you been Why did you steal the
          sleeping together? "Annie" wig?!

           ELIZABETH ,
          Just the once on the train. What?!
          The Cops get through and smother Garrett in a police
          blanket. A FEMALE COP roughly leads Elizabeth to one of
          the squad cars.

                         ELIZABETH (CONT'D)
          This is crazy! He's a kid.
          Elizabeth is put into the back of squad car.

                         ELIZABETH (CONT'D)
          I'm a good person! I don't fuck minors!
          Elizabeth bangs on the window. Amy smiles and waves.

                         CUT TO:

                         

                         

                         

                         

          INT. POLICE STATION - NIGHT

          A Sergeant is leading Elizabeth to a phone.

                         SERGEANT
          You're quite the celebrity.

                         ELIZABETH
          You want an autograph?

                         SERGEANT
          You get one call.
          Elizabeth picks up the phone. The Sergeant gives her
          some space.

                         ELIZABETH

                         (INTO PHONE)
          Hi, this is Elizabeth Halsey calling. I'm
          calling to cancel my surgery for tomorrow.
          Extenuating circumstances. Please, please
          don't make me lose my deposit.
          Elizabeth slams down the receiver.

                         SERGEANT
          If you need medical attention, we're
          required to provide it.

                         ELIZABETH
          Just take me back to my cell.

          INT. J.A.M.S. - PRINCIPAL'S OFFICE - DAY

          Silence.
          Elizabeth and her roommate, Kirk, who's now dressed in an
          ill-fitting suit and has his hair combed, sit across from
          Principal Snur and the SCHOOL SUPERINTENDENT, a no-
          nonsense woman in her 60s.

                         PRINCIPAL SNUR
          Again, speaking on behalf of the whole
          administration, I just want to apologize
          for what happened. Clearly, there was a
          miscommunication.

                         ELIZABETH
          Oh, you think?
          Kirk puts his hand up to Elizabeth, like "I'll take care
          of this."

                         

                         

                         

                         

          106.

                         KIRK
          My client has been an upstanding member
          of society her entire life. She has
          spent time as an educator, she has

                         VOLUNTEERED --

                         ELIZABETH
          More than once!

                         KIRK
          And she has touched the lives of those
          around her -- until last night.
          Elizabeth pulls Kirk into a lawyer/client huddle.

                         ELIZABETH

                         (WHISPERS)
          You kind of sound like a pro.

                         KIRK

                         (WHISPERS)
          Do you think they're going to find out
          that I didn't pass the bar?

                         ELIZABETH

                         (WHISPERS)
          You're doing great.
          They break from their huddle.

                         KIRK
          Your administration jumped to
          conclusions, set off a media fire-storm
          and has humiliated one of its own. As
          Ms. .Halsey's chief counsel, I've advised
          her that we have an extremely strong case
          of libel and that it's certainly within
          her province to sue the district.

                         SUPERINTENDENT
          How do we make this go away?

                         KIRK
          Ms. Halsey is not a litigious woman. She
          wants this whole matter to go away as
          quickly and painlessly as possible.
          Kirk slides a piece of paper across the desk.

                         KIRK (CONT'D)
          This is a list of our demands.
          The Superintendent and Principal Snur scan the list.

                         

                         

                         

                         

                         SUPERINTENDENT
          You're kidding me.

                         ELIZABETH
          Don't answer right now. Let it marinate.
          Oh, and I should mention that if this
          goes to trial, I can cry on cue.
          Elizabeth starts crying. Everybody looks at her, aghast.
          And as quickly she started, she stops.

                         ELIZABETH (CONT'D)
          Now, if you'll all excuse me, I should be
          heading to fifth period. I hate to be
          tardy.

          INT. JOHN ADAMS MIDDLE SCHOOL - HALLWAY

          Elizabeth heads down the empty hallway. From the auditorium,
          the faint sound of "Tomorrow, Tomorrow" from "Annie" can be
          heard.
          Amy steps out of the auditorium, humming along to the song.
          She notices Elizabeth coming to her. Amy debates her options.

                         AMY
          Elizabeth! I was so worried. You gave
          us quite a scare, you did.
          Elizabeth doesn't acknowledge her and continues walking
          toward Amy, only feet away now.

                         AMY (CONT'D)
          (attempting some levity)
          Somebody's being a grumple--
          BAM! Elizabeth punches Amy square in the nose. Amy drops
          to her knees and grabs her nose, now squirting blood.

                         AMY (CONT'D)
          Elizabeth keeps walking and turns a corner. A BELL RINGS
          and the hallway starts filling with STUDENTS.

          PRINCIPAL SNUR (V.0.)
          Well, it's been another great year at

          JAMS...

                         

                         

                         

                         

          108.

          INT. JOHN ADAMS MIDDLE SCHOOL - GYM - DAY

          QUICK CUTS. The year is winding down. Instead of gym,
          kids are using the time to sign each other's yearbooks.
          Chase walks up to Garrett with her yearbook, asks him to
          sign it.

          PRINCIPAL SNUR (V.0.)
          Who can forget the exciting addition of a
          climbing wall to the small gym...

          INT. JOHN ADAMS MIDDLE SCHOOL - AUDITORIUM - DAY

          QUICK CUTS. It's class photo day. With each FLASH, we
          SEE a different TEACHER with a different CLASS.
          And finally AMY, with a bandage over her nose and two
          black eyes, smiles widely alongside her CLASS.

          PRINCIPAL SNUR (V.0.)
          .Or the student/teacher spelling bee.

          INT. JOHN ADAMS MIDDLE SCHOOL - TEACHER'S LOUNGE - DAY

          Much like the first scene of the movie. The teachers are
          sipping plastic flutes of Champagne. Principal Snur is
          up front. Elizabeth lingers in the back.

                         PRINCIPAL SNUR
          I think that was a huge s-u-c-c-a-s-s.
          Polite laughter.

          PRINCIPAL SNUR (CONT'D)
          But seriously... With summer around the
          corner, it's time to not only say goodbye
          to another school year, but to also say
          goodbye to one of our own.
          Elizabeth smiles.

          PRINCIPAL SNUR (CONT'D)
          Amy Squirrel.
          Amy, her face completely healed, steps forward, with a
          pursed smile.

          PRINCIPAL SNUR (CONT'D)
          After six short years of outstanding,
          tireless work here, Amy is transferring
          out of the district.

                         (MORE)

                         

                         

                         

                         

          PRINCIPAL SNUR (CONT'D)
          I know she'll bring her love for learning
          to her new students.
          Sandy, the ponytailed teacher, pipes up.

                         SANDY
          Speech! Speech!

                         AMY
          Although leaving was a difficult
          choice...
          Amy looks over to Elizabeth, who motions for her to
          continue.

                         AMY (CONT'D)
          When the superintendent personally asks
          you to work at one of the worst schools
          in the state, you say yes. I'm looking
          forward to bringing my brand of zany
          energy and lust -- not love, lust -- for
          learning to the underprivileged students
          at Malcolm X High. I welcome the
          challenge.
          The Teachers applaud, Scott the most enthusiastic.
          Elizabeth steps up to Amy, who flinches.

                         ELIZABETH
          Here, I got you this.
          Elizabeth hands Amy a poster tube. She.opens it and
          unravels the "Integrity" poster that Elizabeth stole.

                         ELIZABETH (CONT'D)
          And good luck. Somebody's gonna need it.
          Elizabeth heads for the door. Scott catches up to her.

                         SCOTT
          Hey, Stranger.
          (then, whispers)
          Listen, now that Amy's transferring,
          maybe the two of us could go grab a
          drink.

                         ELIZABETH

                         SCOTT

                         

                         

                         

                         
          Elizabeth walks out.

                         CUT TO:

          CHYRON: THREE MONTHS LATER

          EXT. JOHN ADAMS MIDDLE SCHOOL - TEACHER PARKING LOT - DAY

          Elizabeth's 1994 Grand-Am pulls into her spot. And as
           her bare leg steps out of the car, we

          INT. JOHN ADAMS MIDDLE SCHOOL - HALLWAY - DAY

          The hallway is empty. We FOLLOW Elizabeth from behind,
          and as she reaches for the door to her class, we

          INT. ELIZABETH'S CLASSROOM - DAY

          Quick cuts. From behind, we see Elizabeth place an APPLE
          on each desk, just as Amy did earlier.
          Elizabeth's walls are still bare, except for a framed
          photo of Amy's class picture, with Amy's messed up face,
          from the year before.
          The bell RINGS.
          Elizabeth turns and we now SEE that she has TASTEFUL FAKE

          BREASTS.
          Elizabeth walks to her door and opens it, watching the
          students as they reconnect with friends and share stories
          about summer camp.
          She notices Sasha who is MASSAGING a BOY's shoulders.
          bunch of other EIGHTH GRADE BOYS wait their turn.

          EIGHTH GRADE BOY
          Do me! Do me!
          Sasha clearly enjoys the attention. Elizabeth smiles.
          Garrett walks by, hand in hand with Chase. Trailing both
          of them are identical rolling backpacks. He sees
          Elizabeth and runs over.

                         ELIZABETH
          You and Chase, huh? She likes the
          poetry?

                         

                         

                         

                         

                         GARRETT
          She likes that I'm kind of a celebrity.
          But I'm cool with it. I'm the man around
          here!

                         ELIZABETH
          Easy.

                         GARRETT
          Well, I should get going. See you
          around, Ms. Halsey. Oh, and nice...
          He points at her breasts.

                         ELIZABETH

                         (TOUCHED)
          Thanks! You're the first student to
          notice.
          Garrett smiles and walks off. Lynn walks by. She's
          cleaning another big stain from her shirt.

                         LYNN
          Elizabeth, hey! How was your summer?

                         ELIZABETH
          It was great. I met a doctor! Plastic
          surgeon, actually. He's amazing.

                         LYNN
          He sounds amazing. How'd you meet him?
          The internet?

                         ELIZABETH
          No, in recovery. And I looked like ass,
          so I know it's real.

                         LYNN
          Sounds like a fairy tale.

                         ELIZABETH
          It is. Storybook. Well, not total
          storybook. It's a little messy because
          his wife filed for divorce last week, but
          we're gonna get through that.

                         (THEN)
          So you want to grab lunch later?

                         LYNN
          Sure! My treat.

                         ELIZABETH
          No, you got it last time. We'll split it.