THE DESCENDANTS


                              Written by

                Alexander Payne, Nat Faxon & Jim Rash



1   EXT. THE OCEAN - DAY                                              1

    CLOSE ON a beautiful 40-YEAR-OLD WOMAN at the helm of a
    powerful SPEEDBOAT -- her hair tossed back by the wind, her
    mouth in a euphoric grin.

                                                        FADE OUT.

2   CREDITS -- ARCHIVAL FOOTAGE                                       2

                         MATT (V.O.)
               My missionary ancestors came to the
               islands and told the Hawaiians to put
               on clothes, work hard, believe in
               Christ, and stop surfing and hula
               dancing. They made business deals
               along the way -- buying an island, or
               marrying a princess and inheriting her
               land. Now their descendants wear
               bikinis and running shorts, play beach
               volleyball and surf, and take up hula
               dancing. Hawai'i has always been a
               place of contradiction.

3   EXT. HONOLULU - DAY                                               3

    VARIOUS SHOTS of Honolulu begin a pattern of montages to be
    interspersed throughout the film.

                         MATT (V.O.)
               My friends on the mainland think just
               because I live in Hawai'i, I live in
               paradise. Like a permanent vacation --
               we're all just out here drinking mai-
               tais, shaking our hips, and catching
               waves. Are they nuts? How can they
               possibly think our families are less
               screwed up, our heart attacks and
               cancers less fatal, our grief less
               devastating? Hell, I haven't been on a
               surfboard in fifteen years.

4   INT. HOSPITAL ROOM - DAY                                          4

    We ZOOM BACK from a panorama of Honolulu to find 50-year-old
    MATT KING seated amid DOCUMENTS atop a makeshift desk -- he
    has brought his work with him.




                                                          (CONTINUED)
                                                                   2.
       The Descendants       PINK Shooting Draft   4/11/10 Draft
4   CONTINUED:                                                          4

                           MATT (V.O.)
                 For the last 23 days, I've been living
                 in a "paradise" of IVs and urine bags
                 and endotracheal tubes and six-month-
                 old US magazines. Paradise. Paradise
                 can go fuck itself.

    Matt looks up at the WOMAN we saw in the speedboat, now lying
    stiffly on an upright HOSPITAL BED, her head cocked to one
    side, a feeding tube in her nose, a ventilator in her
    trachea, IVs in her arm.

                           MATT (V.O.) (CONT'D)
                 This is Elizabeth King, my wife.
                 Twenty-three days ago she was launched
                 from a powerboat during a race and hit
                 her head, almost drowned. Now she's in
                 a coma that scores 5 on the Glasgow
                 scale and 3 on the Rancho Los Amigos
                 scale, scores showing an extremely
                 severe coma. Liz is very competitive.
                 Whatever she does, she does to the
                 fullest.

5   INT. NEUROLOGIST'S OFFICE - DAY                                     5

    Matt is getting the current DIAGNOSIS.

                           NEUROLOGIST
                 She reacts non-purposefully to stimuli
                 in a non-specific manner, but
                 occasionally her responses are
                 specific, though inconsistent. Her
                 reflexes are primitive and often the
                 same, regardless of stimuli
                 presented...

                           MATT (V.O.)
                 It was exactly what Elizabeth used to
                 accuse me of.

6   INT. HOSPITAL ROOM - DAY                                            6

    Matt continues to observe her.

                           MATT (V.O.)
                 Twenty-three days in a coma, and any
                 day now the doctors will give me their
                 final verdict if she's going to come
                 out of it or not. Then I have a
                 decision to make. Wait, that's wrong.
                 Liz has a living will.
                           (MORE)

                                                            (CONTINUED)
                                                                   3.
       The Descendants       PINK Shooting Draft   4/11/10 Draft
6   CONTINUED:                                                          6
                           MATT (V.O.) (CONT'D)
                 Like always, she makes her own
                 decisions. But I know she's going to
                 pull through.

    His CELLPHONE RINGS.

                           MATT (CONT'D)
                 Hi, Noe, what's up?

                           NOE (ON PHONE)
                 Matt, you have a call from Scottie's
                 teacher. She says it's urgent.

                           MATT
                 Yeah, sure. Put her on.

7   INT. ELEMENTARY SCHOOL CLASSROOM - DAY                              7

    A SCRAPBOOK
    shows PHOTOS OF ELIZABETH lying in her hospital bed. The
    compositions are odd, the ANGLES uncomfortably CLOSE.

    WIDE --

    Matt confers with fifth-grade teacher MS. Hayashi and school
    counselor MRS. THULL.

                           MS. HAYASHI
                 We just don't think these photographs
                 are appropriate for Scottie to be
                 sharing with her classmates. Some of
                 them went home quite disturbed, and we
                 got some angry calls from parents.

                           MATT
                 Yeah, she's sort of been going to town
                 with the whole picture-taking thing,
                 but I had no idea --

                           MS. HAYASHI
                 I can't tell you how my heart goes out
                 to you and your family, but Scottie
                 just hasn't been herself. Principal
                 Cruz agrees with us that it maybe would
                 be better for Scottie to remain at home
                 with you during this difficult time.

                           MATT
                 Home. See, I would think that sticking
                 to her normal routine would be the best
                 thing for her -- you know, keep her
                 occupied. I wouldn't really know how
                 to...
                           (MORE)
                                                            (CONTINUED)
                                                                     4.
      The Descendants          PINK Shooting Draft   4/11/10 Draft
7   CONTINUED:                                                            7
                           MATT (CONT'D)
                 I mean, I've kind of got my hands full.
                 And her sister's away at school on the
                 Big Island. I don't think Scottie
                 would really want to hang out with me
                 when she could be with her friends and
                 people like you who specialize in
                 children.

                           MRS. THULL
                 Mr. King, we see this every day --
                 children acting out at school when
                 something's wrong at home. And your
                 family is facing a devastating crisis.
                 Have you been engaging Scottie in
                 really talking about what's going on?
                 Encouraging her to express her
                 feelings? That's crucial.

                             MATT
                     (No)
                 Oh, yeah.   Yeah.   Absolutely.

                           SCOTTIE (O.S.)
                     (singing)
                 This shit is bananas. B-a-n-a-n-a-s.
                 This shit is bananas.

    They look over to see --

    TEN-YEAR-OLD SCOTTIE KING --
    EARBUDS in place and in her own world, DANCING just outside
    the classroom door. A JANITOR down the hall eyes her
    suspiciously.

                           SCOTTIE (CONT'D)
                 This shit is bananas. B-a-n-a-n-a-s!

    Matt stares aghast at this specimen called his daughter. The
    ladies glance between Scottie and Matt, wondering when, or
    whether, he'll intervene. Finally --

                           MS. HAYASHI
                 Scottie, that is not a good choice!
                 Are you making a good choice?

    Scottie remains oblivious.       Ms. Hayashi rises to her feet.

                           MATT
                     (realizing)
                 Yeah, Scottie, come on.     Knock it off.
                                                                 5.
       The Descendants     PINK Shooting Draft   4/11/10 Draft



8   EXT. ELEMENTARY SCHOOL - DAY                                      8

    Matt leads Scottie to the car.

                         MATT
               What's the matter with you? Showing
               those pictures of Mom for your art
               project?

                         SCOTTIE
               I'm a photographer, Dad, a real
               photographer.

                         MATT
               No, you're not. You're overdoing it is
               what you're doing.

                         SCOTTIE
               I saw it in a book. Some famous
               photographer lady took pictures of her
               mom in the hospital while she was
               dying, and they're considered art.
               That's what I'm doing.

                         MATT
               First of all, your mother's very sick,
               but she's not dying. Second, you don't
               share personal stuff like that with
               strangers. What's going on with Mom is
               private.

                         SCOTTIE
               I'm hungry. Can we get burgers?

                         MATT
               No.

                         SCOTTIE
               Can we get smoothies?

                         MATT
               No.

    As Scottie continues --

                         MATT (V.O.) (CONT'D)
               The last time I took care of Scottie by
               myself was when she was one. Now she's
               ten, and I have no idea what goes on
               inside her head. She's insane. And
               with Elizabeth in the hospital, I think
               she's testing me. I'm the backup
               parent. The understudy.
                                                                  6.
       The Descendants      PINK Shooting Draft   4/11/10 Draft



9   INT. HOSPITAL ROOM - DAY                                           9

    FLASH!   Scottie takes Elizabeth's picture again.

                         MATT
               I wish you'd stop doing that. And
               rather than taking her picture all the
               time, you should talk to her. I'm
               tired of asking you. You heard Dr.
               Johnston -- people in a coma can hear
               you -- you know, well, some of them
               can. It lets them know they're still
               loved, might even help them wake up
               sooner. And it'll help you express
               whatever feelings and emotions you're
               supposed to be going through -- you
               know, make you feel better.

                         SCOTTIE
               I don't know what to say.

                         MATT
               Tell her a story.

                         SCOTTIE
               I don't have a story.

                         MATT
               Tell her anything. Tell her what's
               been going on in school.

                         SCOTTIE
               She never cares about that.

                         MATT
               I don't believe that. What about after
               school? She's always driving you
               around the island. You know,
               gymnastics? Soccer?

                         SCOTTIE
               I don't do those things anymore.

                          MATT
               Ballet?   Piano?   Hula?

                          SCOTTIE
               Nope.

                         MATT
               If you're not going to say anything to
               your mother, we might as well leave.


                                                           (CONTINUED)
                                                                        7.
      The Descendants          PINK Shooting Draft      4/11/10 Draft
9   CONTINUED:                                                               9

                            SCOTTIE
                 Okay.   Let's go.

                           MATT
                 How about this?    Write her a letter.

                           SCOTTIE
                 What would I write?

                           MATT
                 I don't know. "Get well. Wake up. I
                 love you. Don't leave me alone with my
                 idiot Dad."

                           SCOTTIE
                 How's she going to read it?         She's in a
                 coma.

                           MATT
                 Goddammit, Scottie, stop fighting me on
                 everything.

                           SCOTTIE
                 But it doesn't make any sense.

                           MATT
                 You know what your mother is hearing
                 right now? You refusing to talk to
                 her. Is that what you want?

                           SCOTTIE
                 I'm starving. And I'm thirsty.          I want
                 a soda.

    He takes Scottie by the hand and sits her down in a chair
    next to the bed.

                           MATT
                 We're not leaving until you talk to
                 her. I'll even give you privacy.
                 Recite her the alphabet for all I care.
                 What do you want to drink?

                             SCOTTIE
                 Sprite.

                           MATT
                 OK, Sprite. Diet Sprite?

                             SCOTTIE
                 Not diet.    Regular.   Do you think I'm
                 fat?


                                                                  (CONTINUED)
                                                                     8.
        The Descendants        PINK Shooting Draft   4/11/10 Draft
9    CONTINUED: (2)                                                       9

                          MATT
                No, you're not fat.

                          SCOTTIE
                I'm not the model.

                          MATT
                It's just that all that sugar makes you
                cranky.

                          SCOTTIE
                I'm not cranky!

                             MATT
                Okay.     I'll be right back.    Talk.

10   INT. HOSPITAL HALLWAY - DAY                                          10

     As Matt steps out into the hallway, he passes NURSE JOY.

                          NURSE JOY
                Mr. King, how are you?

                          MATT
                Fine, Joy, fine.     And you?

                          NURSE JOY
                I see your picture in the paper today.
                Have you made your decision yet?

                          MATT
                My decision?

                          NURSE JOY
                Your family. About your big land.

     The other NURSE nudges Joy to be more polite.

                             NURSE JOY (CONT'D)
                What?     Me and Mr. King, we're like
                this.

                          MATT
                Well, it's not really my decision.
                It's my whole family's decision. And
                furthermore...
                    (mock scolding)
                ... mind your own business, young lady.

     As he turns away to continue down the hall --




                                                              (CONTINUED)
                                                                         9.
        The Descendants       PINK Shooting Draft      4/11/10 Draft
10   CONTINUED:                                                               10

                            MATT (V.O) (CONT'D)
                  The whole goddamned state is following
                  my decision on who's going to buy
                  35,000 acres on Kaua'i my family has
                  owned since the 1860s. My cousins and
                  I meet in six days to approve a buyer.
                  Ever since my father died nine years
                  ago, I'm the sole trustee, the
                  controlling trustee, so I hold all the
                  cards. Why does so much have to depend
                  on me -- my wife, my daughters, my
                  family's land? I just want to hide.

11   INT. HOSPITAL GIFT SHOP - DAY                                            11

     A POSTCARD shows a BEAUTIFUL YOUNG GIRL in a bikini
     straddling a surfboard, laughing as she's splashed.

     Barely containing his rage, Matt stares at postcard before
     grabbing ALL THE POSTCARDS in that rack.

     AT THE COUNTER --

     About to pay for the postcards and two SODAS, Matt notices a
     HEADLINE atop a stack of NEWSPAPERS: "Activists Continue
     Protest of Kaua'i Sale."

                            SHOPKEEPER
                  Hey, they all the same cards.      You like
                  buy all the same cards?

                            MATT
                  These are inappropriate for a hospital
                  gift shop. This girl is underage. Why
                  do you sell postcards like this? This
                  is a hospital. These aren't get-well
                  cards.

     The SHOPKEEPER blinks at the man weirdly accosting her.

                            SHOPKEEPER
                  You like buy all the cards?       Or you
                  want I put them back?

                            MATT
                      (pulling out his wallet)
                  Never mind. Yes, I'm buying them.          And
                  these two sodas.

     As she rings him up --




                                                                   (CONTINUED)
                                                                   10.
       The Descendants       PINK Shooting Draft   4/11/10 Draft
11   CONTINUED:                                                          11

                            SHOPKEEPER
                  Okay, you buy underage girl all for
                  yourself.

     In the lobby just outside the store, he drops the stack of
     postcards into the GARBAGE.

12   INT. HOSPITAL STAIRWAY - DAY                                        12

     Forgoing the elevator -- perhaps to squeeze in a little
     exercise -- Matt trudges upstairs.

                            MATT (V.O.)
                  Elizabeth's going to make it out okay.
                  I know it. It's not her time yet.
                  She'll wake up, Scottie and Alexandra
                  will have their mother back, and we'll
                  talk about our marriage. I'll sell the
                  land and quit my practice and buy her
                  whatever she wants -- a big boat, a
                  house in France, a trip around the
                  world, just the two of us. We'll get
                  close again, like the early days. It's
                  still in us. It must be.

13   INT. HOSPITAL HALLWAY - DAY                                         13

     Approaching the door, Matt hears LAUGHTER from inside.

14   INT. HOSPITAL ROOM - CONTINUOUS                                     14

     Matt enters to find Scottie on a sofa in the corner GIGGLING
     and TEXTING.

                            MATT
                  Scottie, what are you doing?

                            SCOTTIE
                  I'm hungry. Can we go?

                            MATT
                  You didn't talk to her, did you?

                            SCOTTIE
                  Yes, I did.

                            MATT
                  What did you tell her?

                            SCOTTIE
                  It's private.



                                                             (CONTINUED)
                                                                     11.
       The Descendants         PINK Shooting Draft   4/11/10 Draft
14   CONTINUED:                                                            14

                            MATT
                  You're lying. And Jesus Christ, enough
                  with the goddamn texting! Give me that
                  phone! Give it here!

     Scottie fights him as he snatches her phone away.

                            MATT (CONT'D)
                  Jesus, Scottie. Okay, you win.       Let's
                  go.

     Scottie springs up out of the sofa.

                            MATT (CONT'D)
                  At least say goodbye.

                              SCOTTIE
                  Bye, Mom!

     Scottie bolts out the door. Matt takes a last look at Liz,
     panic and sadness rippling across his face.

                            MATT (V.O.)
                  My wife -- the sportswoman, the model,
                  the drinker.

                            MATT (CONT'D)
                  Would you please wake up already?      I
                  need you. I can't do this alone.

15   EXT. BRIEF MONTAGE - DAY                                              15

     Images lead us up the PALI HIGHWAY and into the lush old
     neighborhood of NU'UANU.

16   EXT. KING HOUSE - DAY                                                 16

     This STATELY OLD HOUSE shows signs of neglect but feels
     impressive and welcoming nonetheless.

                            MATT (O.S.)
                  Is this Barb Higgins?

                            BARB HIGGINS (O.S.)
                  Yes, it is.

                            MATT (O.S.)
                  Hi, Matt King returning your call. I
                  assume your daughter is a classmate of
                  my daughter's.




                                                               (CONTINUED)
                                                                      12.
       The Descendants        PINK Shooting Draft     4/11/10 Draft
16   CONTINUED:                                                             16

                            BARB HIGGINS (O.S.)
                  Yes, Lani is a classmate of Scottie's,
                  yes.

17   INT. KING HOUSE - DAY                                                  17

     As Matt speaks on the PHONE, he wanders out of his cluttered
     HOME OFFICE and into the DINING ROOM.

                            MATT
                  How can I help you?

                            BARB HIGGINS (O.S.)
                  Let's see, where to start? It's
                  Scottie. She's been texting some awful
                  things to Lani, and I'd like her to
                  stop.

                            MATT
                  For instance.

                            BARB HIGGINS (O.S.)
                  Here's the latest one. "We all know
                  you grew pubes over the summer." She
                  sends little messages like that for no
                  reason. She even wrote it on Lani's
                  Facebook wall.

                             MATT
                  Huh.

                            BARB HIGGINS (O.S.)
                  She calls my daughter Lanikai, implying
                  she's like the size of an entire
                  neighborhood. Do you think that's
                  nice?

                            MATT
                  That's not like her at all.       She's
                  usually very sweet.

     He glances out the window at Scottie, who sits on the ground,
     back turned, POUNDING something with a BIG ROCK.

                            MATT (CONT'D)
                  As you may know, her mother isn't well,
                  and maybe this is how she's dealing
                  with it.

                            BARB HIGGINS (O.S.)
                  I don't care about the backstory, Mr.
                  King. My daughter comes home from
                  school in tears.

                                                                (CONTINUED)
                                                                    13.
       The Descendants        PINK Shooting Draft   4/11/10 Draft
17   CONTINUED:                                                           17

                            MATT
                  Yeah, no, I get it.    I'm very sorry.

                            BARB HIGGINS (O.S.)
                  Scottie should be the one who's sorry.
                  I want her to come over and apologize
                  to Lani, and I don't ever want her to
                  write to my daughter again.

                            LANI (DISTANT O.S.)
                  She can in a good way.

                            BARB HIGGINS (O.S.)
                  If she doesn't apologize, I'm going to
                  tell the headmaster. You can't buy
                  your way out of this.

     Matt draws a long exasperated breath, as if everything else
     weren't enough already.

                            MATT (V.O.)
                  See what I mean? Everybody sees me as
                  the rich guy, the inheritor. People
                  resent us. I resent us. Even our last
                  name -- King. How irritating.

18   INT. MATT'S CAR - DAY                                                18

     Matt drives Scottie.

                            MATT
                  You need to say you're sorry, and you
                  need to mean it. No dicking around. I
                  have a ton of work to do tonight. Do
                  you have any idea how behind I am?
                  You made her cry. Why would you want
                  to be so mean to someone?

                            SCOTTIE
                      (irritated)
                  I don't know!

                            MATT
                  Is that what you text all the time,
                  nasty things?

                             SCOTTIE
                  No.

                            MATT
                  Well, what then?



                                                              (CONTINUED)
                                                                   14.
       The Descendants       PINK Shooting Draft   4/11/10 Draft
18   CONTINUED:                                                          18

                            SCOTTIE
                  I write them with Reina. They make her
                  laugh, and then she shows Megan and
                  Brooke, and they laugh too.

                            MATT
                  I should have known Reina had something
                  to do with it. I don't want you
                  hanging out with her.

                            SCOTTIE
                  Wait, I told Reina she could visit me
                  in the hospital since I'm not in school
                  anymore. Can she?

                            MATT
                  We'll make a deal. You apologize to
                  this girl, and you talk to your mother,
                  and then we'll see about Reina dropping
                  by the hospital. Okay?

     Something outside the window catches Scottie's attention.

                            SCOTTIE
                  Dorks!

     Matt looks to see --

     SIX FAMILY MEMBERS,
     walking on the sidewalk with KAYAKS, wearing T-SHIRTS reading
     "Melnick Family Reunion."

                            SCOTTIE (CONT'D)
                  Dorks!

                            MATT
                  Scottie, knock it off!

     Scottie sits back in her seat, laughing. Matt glances in his
     rearview mirror to see a TEENAGE SON taking off his T-shirt
     and throwing it to the ground.

19   EXT. LANI'S HOUSE - KAIMUKI - LATE AFTERNOON                        19

     The car drives down a block of MODEST HOMES.

                            SCOTTIE
                  Her house is down there on the corner.

                            MATT
                  You've been here before?



                                                             (CONTINUED)
                                                                    15.
       The Descendants       PINK Shooting Draft    4/11/10 Draft
19   CONTINUED:                                                           19

                            SCOTTIE
                  Yea-uh. She invites me to her
                  birthday, like, every year.

                            MATT
                  So you guys are actually friends?

                            SCOTTIE
                  Until last year's party, when she
                  locked me out of the house and I had to
                  sit outside all day while everybody was
                  inside. She thought she was so great,
                  but then I became friends with Reina
                  and Brooke and got popular.

                            MATT
                      (processing)
                  What?

20   EXT. LANI'S FRONT PORCH - LATE AFTERNOON                             20

     BARB HIGGINS answers the door.

                            BARB HIGGINS
                  Thank you for coming by.

21   INT. LANI'S HOUSE - CONTINUOUS                                       21

     As Matt and Scottie are shown inside, they remove their
     shoes.

                            BARB HIGGINS
                  I forgot to mention the time Scottie
                  said she didn't want to be Lani's
                  partner at the rock wall because she
                  didn't want to fall into my daughter's
                  butt crack. That doesn't even make
                  sense.

     Barb now leads them into --

     THE TV ROOM --

     -- where LANI HIGGINS sits on a couch.        Matt is impatient to
     be done with this meaningless task.

                            MATT
                  Scottie, do you have something you want
                  to say to Lani?

                            SCOTTIE
                  Sorry.


                                                              (CONTINUED)
                                                                      16.
      The Descendants           PINK Shooting Draft   4/11/10 Draft
21   CONTINUED:                                                             21

                               LANI
                  It's okay.

                            MATT
                  Great. Well, nice meeting you both.
                  Lani, you should come over sometime.
                  Come for a swim or a hike or something.

                            BARB HIGGINS
                  Scottie, the things you said were
                  simply evil. Do you realize that? I
                  don't know what's led you to be such a
                  nasty young lady.

                            MATT
                  Hey, hey. We came over. She
                  apologized. We're dealing with it.
                  Kids are mean sometimes. They grow out
                  of it. It's a kid thing. Here,
                  Scottie, you're going to stop, right?
                  And you're really, really sorry, right?

     Scottie makes a big exaggerated nod.

                            BARB HIGGINS
                  I don't think she's sorry at all.
                  She's going to keep doing it. I can
                  tell.

                            MATT
                  No, she won't. It's like the time Lani
                  locked Scottie out of the house at her
                  birthday party and Scottie sat outside
                  by herself. It was a mean thing to do,
                  but Lani here probably did it just to
                  show off, right?

     Lani thinks a moment, nods.

                            MATT (CONT'D)
                  But I'm not about to declare that one
                  action defines a human being's entire
                  character. She's a work in progress,
                  and like all complex people is a bundle
                  of contradictions.

                            BARB HIGGINS
                  I didn't know about that.

                            SCOTTIE
                  You brought me cake.



                                                                (CONTINUED)
                                                                 17.
       The Descendants     PINK Shooting Draft   4/11/10 Draft
21   CONTINUED: (2)                                                    21

                          MATT
                You brought her cake. So, I don't
                know, maybe Lani should be the one to
                apologize, since this incident may have
                been the catalyst for all this...
                "evil" was the word you used.

22   EXT. LANI'S HOUSE - DUSK                                          22

     The door opens, and Matt and Scottie pause to slip their
     shoes back on.

                          BARB HIGGINS
                Oh, and Mr. King?

                          MATT
                Yes?

                          BARB HIGGINS
                Good luck with the sale.

     Matt turns to look at her.    So that's what all this was about
     on some level?

                          BARB HIGGINS (CONT'D)
                They say your decision will have a
                major impact on Hawai'i's real estate
                world, not to mention the whole
                landscape of Kaua'i. Hundreds of
                millions of dollars, yeah?

                          MATT
                Big decision.

                          BARB HIGGINS
                My husband's family is from Kaua'i.
                Hanapepe, born and bred. They hope you
                don't sell.

                          MATT
                You don't say.

                          BARB HIGGINS
                All the traffic it's going to make.

     Matt and Scottie walk away.   Barb closes the door.

                          MATT
                Are you going to act different with
                Lani?




                                                           (CONTINUED)
                                                                    18.
       The Descendants       PINK Shooting Draft    4/11/10 Draft
22   CONTINUED:                                                           22

                            SCOTTIE
                  I'll try, but it's hard. She has a
                  face you just want to hit.

                            MATT
                  Yeah.
23                                                                        23

     INT. MATT'S STUDY - NIGHT

     The camera makes its way past PHOTOS of Matt's ancestors,
     BOOKS of Hawaiian history, other family memorabilia to find
     Matt at his desk pouring over PAPERS. A clock reads 1:20.

                            MATT (V.O.)
                  My great-great-grandmother was Princess
                  Margaret Ke'alohilani, one of the last
                  direct descendants of King Kamehameha.
                  She was originally supposed to marry
                  her hanai brother, but she fell in love
                  with her haole banker and estate
                  manager, Edward King, whose parents
                  were missionaries. Between his land
                  deals and her huge inheritance, all of
                  their descendants for generations have
                  watched the past unfurl millions into
                  our laps through leases and sales. Now
                  the Rule Against Perpetuities is
                  forcing us to dissolve the trust, and
                  we're selling the last parcel of
                  undeveloped land.

     Matt looks up, his glance falling on the portraits of Edward
     and Margaret.

                            MATT (V.O.) (CONT'D)
                  Soon my daughters and I can just be
                  normal citizens like everybody else,
                  and these dead people will stop
                  controlling our lives.

     VERY CLOSE ON MATT --

                            MATT (V O.) (CONT'D)
                  I just want to be a normal guy.

24   EXT. DOWNTOWN HONOLULU - DAY                                         24

     Establishing -- tall buildings, business people, lunch
     wagons.
                                                                 19.
       The Descendants     PINK Shooting Draft   4/11/10 Draft



25   INT. MATT'S LAW OFFICE - DAY                                      25

     Matt eats a SACK LUNCH at his desk. His window has a grand
     view of DOWNTOWN. We glimpse his Punahou, college and law
     school DIPLOMAS.

                          MATT (V.O.)
                Unlike a lot of my cousins, I haven't
                touched my share of the trust money.
                Like my father before me, I live only
                on the income from my law practice. I
                don't want my daughters growing up
                entitled and spoiled. And I agree with
                my father -- you give your children
                enough money to do something but not
                enough to do nothing.

     Matt's secretary NOE cracks open his door.

                          NOE
                Mr. King, your cousins are here.

26   INT. LAW OFFICE CONFERENCE ROOM - DAY                             26

     Matt enters the room to find SEVEN COUSINS waiting to greet
     him. From their casual clothing and shaggy hair, an observer
     might hardly suspect their status.

                          MATT (V.O.)
                Not only am I the sole but I'm a
                commercial real estate and
                transactional attorney, so the most
                involved of my cousins have been
                meeting with me regularly to analyze
                the bids -- Cousin Dave, Cousin Hal,
                Cousin Six, Cousin Wink, Cousin Lisa,
                Cousin Connie and Cousin Stan, both of
                whom oppose the sale entirely. Don't
                be fooled by appearances. In Hawai'i
                some of the most powerful people look
                like bums and stuntmen.

     LATER --

     Matt and his cousins stand above the conference table,
     looking at blueprints and architectural drawings.

                          MATT (V.O.) (CONT'D)
                The proposals are virtually the same --
                hotels, shopping centers, condos and
                golf courses. 3000 new jobs in the
                first five years. Support letters from
                the construction industry and unions.
                          (MORE)
                                                           (CONTINUED)
                                                                     20.
       The Descendants         PINK Shooting Draft   4/11/10 Draft
26   CONTINUED:                                                            26
                            MATT (V.O.) (CONT'D)
                  A Chicago group is offering half a
                  billion dollars, but we're leaning
                  toward a lower bid from a guy named Don
                  Holitzer. He's actually from Kaua'i
                  and made a fortune in Silicon Valley.
                  Cousin Hugh is pushing us in that
                  direction, and I say why not?

     CLOSE ON MATT, nodding along but highly distracted, the sound
     of Liz's VENTILATOR growing louder in his brain.

     We CUT TO ARTIST'S RENDERINGS of comatose Elizabeth -- wide,
     closer, closer still, closer.

27   EXT. QUEENS'S HOSPITAL - DAY                                          27

     Establishing.       Matt walks inside the front door.

28   INT. FAMILY CONSULTATION ROOM - DAY                                   28

     Matt sits across from old family friend DR. SAM JOHNSTON.

                            DR. JOHNSTON
                  Bad news, Matt. Dr. Chun, Dr. Mueller
                  and I -- we believe her condition,                            *
                  which we call a multi-factorial anoxic                        *
                  encephalopathy, is deteriorating. We                          *
                  see no eye movement, no pupillary                             *
                  response, basically no brainstem                              *
                  reflexes whatsoever. The machines                             *
                  could keep her going, but her quality                         *
                  of life would be... very poor.                                *
                  Basically what you see now. She'll
                  never be like she was, Matt. Never.                           *
                  We know that now.

     Matt sits very still.

                            DR. JOHNSTON (CONT'D)
                  I can't tell you how sorry I am to have
                  to tell you this. And you have your
                  daughters. There's just nothing we can
                  do.

                            MATT
                  So... if we do go ahead and take her
                  off the machines --

                            DR. JOHNSTON
                  Not if, Matt. When. I have a legal
                  obligation. You know that.



                                                               (CONTINUED)
                                                                   21.
       The Descendants       PINK Shooting Draft   4/11/10 Draft
28   CONTINUED:                                                          28

                            MATT
                  How long will she last?

                            DR. JOHNSTON
                  Hard to say. Could be a few days.
                  Could be two weeks. But for planning
                  purposes, you should work off the
                  shortest possible scenario. I know I
                  need to get the ball rolling on organ
                  donations right away.

     Organ donation?     Forgot about that one.

                            DR. JOHNSTON (CONT'D)
                  Elizabeth has so many friends, a big
                  life. Last time I was at your house,
                  must have been 200 people. If you're
                  going to let people know to say
                  goodbye, which is fairly typical
                  protocol in these situations, start
                  now. By the time the last day comes,
                  they feel more ready, as ready as they
                  can feel. I'm so sorry, Matt.

29   INT. HOSPITAL HALLWAY - DAY                                         29

     His mind spinning, Matt prepares to look at the corpse-to-be.
     When he opens the door and pulls back the curtain, he finds --

30   INT. HOSPITAL ROOM - CONTINUOUS                                     30

     -- friends MARK AND KAI MITCHELL up for a visit. They're
     playing MUSIC for Elizabeth on a mini-boombox, and Kai is
     APPLYING MAKE-UP to Liz's face.

     After cheery greetings --

                            MATT
                  What're you doing?

                            KAI
                  Oh, she's been looking a little pale
                  lately all cooped up in here, and I
                  just know she'd be mortified if no one
                  had thought to help her out with some
                  lipstick and blush. I know she'll
                  grill me.

     Matt and Mark exchange a look -- "Girls."

                            MARK
                  And of course Kai's getting her all
                  caught up on all the latest gossip.

                                                             (CONTINUED)
                                                                   22.
       The Descendants       PINK Shooting Draft   4/11/10 Draft
30   CONTINUED:                                                          30

                            KAI
                  Well, I don't want to have to start
                  from scratch later. Oh, and Matt, on
                  the way here we stopped by and left
                  some more meals in your fridge, all
                  ready to nuke.

     Matt smiles -- he'd been expecting a grim moment alone with
     Elizabeth, but instead he finds a room full of warmth and
     life. Even if it's a little creepy.

                            MARK
                  So what's the latest anyway, Matt?    Any
                  updates?

                            MATT
                  No, no. Just more of the same --
                  monitoring the swelling, keeping her                        *
                  kidneys and other vitals working, you                       *
                  know, hoping for the best.

     Kai nods sympathetically before turning back to Elizabeth.

     EXTREME CLOSEUP of Liz's lips as Kai applies lipstick.

31   EXT. KALAKAUA AVENUE - DAY                                          31

     JOGGERS go past as Matt's car pulls into the driveway of the
     OCEAN OUTRIGGER CLUB.

32   EXT. OCEAN OUTRIGGER BEACH - DAY                                    32

     Matt lies on the beach watching Scottie play in the surf
     with her snorkel mask on. The melancholy he feels makes him
     regard his weird little daughter with tenderness.

                            SCOTTIE
                      (emerging from the water)
                  I'm hungry!

                            MATT
                  What else is new?   Let's get you
                  something to eat.

33   EXT. OCEAN OUTRIGGER RESTAURANT - DAY                               33

     Scottie pops two last FRIES into her mouth, then turns her
     attention to a strawberry SUNDAE.

     Anxious to spoil her, Matt watches Scottie dig in.        Yet he
     remains preoccupied, his smile distant.



                                                              (CONTINUED)
                                                                     23.
      The Descendants          PINK Shooting Draft   4/11/10 Draft
33   CONTINUED:                                                            33

                            SCOTTIE
                  The food here at the club is so good.

                            MATT
                  Yeah, they do a good job here.

                            SCOTTIE
                  Why is it called a jellyfish?      It's not
                  a fish, and it's not jelly.

                            MATT
                  No idea. You ask good questions.
                  You're getting too smart for me,
                  Scottie.

                            SCOTTIE
                  I'm going to find out. Then I'm going
                  to ask Mom when she wakes up and see if
                  she knows. Do you think she's going to
                  know everything she used to know?

     Matt notices a BUFF GUY and some FRIENDS headed to a nearby
     table, and his mood sours. Scottie follows his gaze.

     The guy notices the Kings and feels obliged to mosey over.
     This is TROY COOK -- athletic and rich.

                              TROY
                  Hi, Matt.    Hi, Scottie.

                              MATT
                  Troy.

                            TROY
                      (to his friends)
                  I'll catch up to you guys in a second.

     Matt stares so intensely that Troy averts his gaze.

                            TROY (CONT'D)
                  So, uh, what's going on?      I mean, how's
                  Elizabeth doing?

                              MATT
                  Same.

                            TROY
                  I visited her last week, you know.      I
                  thought she looked pretty good.

                            MATT
                  So why'd you ask?


                                                                (CONTINUED)
                                                                24.
      The Descendants     PINK Shooting Draft   4/11/10 Draft
33   CONTINUED: (2)                                                   33

                         TROY
               I don't know, I just wanted to know the
               latest. I'm praying for her every day,
               you guys. Really hard. Seriously. So
               what I was saying was, when I was
               there, I talked to her, and her hand
               moved, so I was pretty encouraged. I
               thought that was an encouraging sign.

     Scottie looks up hopefully.   Matt notices.

                         MATT
               That's enough.

                         TROY
               I really think she heard me.

                         MATT
               Look, Troy, go to your friends. No
               hard feelings. Let's just leave it
               alone.

     Troy walks away, stops, turns back.

                         TROY
               I told you, Matt, there were lots of
               chops and holes that day. I told you a
               hundred times. Ask anybody. What
               happened to her could have happened to
               me. It was a super-hard day on the
               water.

                         MATT
               You weren't supposed to be driving,
               Troy. She was supposed to be driving.

                         TROY
               She wanted me to drive. And she's the
               one who told me to pass the other boat
               right before the turn. And just your
               whole attitude toward me, Matt -- I
               mean, I feel terrible. I wish it were
               me and not her. Plus I almost drowned
               myself when we capsized. And my
               rotator cuff is never going to be the
               same, and I'm going to miss Moloka'i.

                         SCOTTIE
               Just because her hand moved, it doesn't
               mean anything, Troy. Mom twitches at
               weird times.   When you cut off a
               chicken's head, it runs all around, but
               it's still a dead chicken.

                                                          (CONTINUED)
                                                                     25.
        The Descendants        PINK Shooting Draft   4/11/10 Draft
33    CONTINUED: (3)                                                       33

      Scottie pushes back from the table and takes off toward the
      pool. Matt follows, not even gracing Troy with a final look.

34    EXT. OCEAN OUTRIGGER POOL - CONTINUOUS                               34

      Matt catches up to Scottie.

                           MATT
                 Hey, sport, don't pay any attention to
                 that guy. That guy's a dope.

                           SCOTTIE
                 I hate him.

                              MATT
                 Yeah.

                           SCOTTIE
                 I didn't mean to say dead chicken.
                 I don't want Mom to die.

                           MATT
                 I know, I know. Hey, let's get out of
                 here. Let's go do something crazy.
                 Like let's drive to the airport and hop
                 over to the Big Island and surprise
                 your sister. What do you say?

                              SCOTTIE
                 Right now?

                           MATT
                 It'll be fun. She's not expecting us
                 or anything. And we bring her home. I
                 think she should be here with us, don't
                 you? Don't you miss her? I miss her.

                           SCOTTIE
                 Yeah, I'm out of school.       She should be
                 too!

35    EXT. OUTRIGGER RESTAURANT - DAY                                      35

      As Matt and Scottie head toward the exit, Scottie FLIPS OFF a
      crestfallen Troy.

A35   EXT. AIRPORT - DAY                                                   A35

      A Hawaiian Airlines inter-island airplane takes off.

36    INSERT -- MAP OF THE ISLANDS                                         36

      A DOTTED LINE goes from Honolulu to Kona.
                                                                    26.
       The Descendants        PINK Shooting Draft   4/11/10 Draft



37   INT. AIRPLANE - DAY                                                    37

     Matt and Scottie look out the window at THE BIG ISLAND coming
     into view.

                          MATT (V.O.)
                Somehow it feels natural to find a
                daughter of mine on a different island.
                A family seems exactly like an
                archipelago -- all part of the same
                geographic expression but still islands
                -- separate and alone, always drifting
                slowly apart.

38   EXT. KING'S HIGHWAY, BIG ISLAND - DUSK                                 38

     A RED RENTAL CAR zooms along the famous road near Kona
     traversing rocky -- almost lunar -- landscape.

39   INT. RENTAL CAR - DUSK                                                 39

     Matt looks over at Scottie, dozing.

40   EXT. HAWAI'I PREPARATORY ACADEMY - NIGHT                               40

     The car turns onto the bumpy gravel road snaking through the
     campus of this BOARDING SCHOOL.

41   INT. DORM SUPERVISOR'S ROOM HALLWAY - NIGHT                            41

     Matt knocks on a door.     An exhausted Scottie slouches against
     a wall.

     The DORM SUPERVISOR appears in a nightgown.          The TV is on in
     the background.

                          MATT
                Hi, sorry to bother you.       I'm Matt
                King.

                          DORM SUPERVISOR
                Yes, hello, Mr. King.

                           MATT
                I've come to pick up my daughter,
                Alexandra.

                          DORM SUPERVISOR
                Did you call Administration?

                           MATT
                No, I didn't. It's sort of an
                emergency.

                                                               (CONTINUED)
                                                                     27.
       The Descendants       PINK Shooting Draft     4/11/10 Draft
41   CONTINUED:                                                            41

                            DORM SUPERVISOR
                  All right, let's see what we can do.

42   OMIT                                                                  42

43   INT. DORM HALLWAY - NIGHT                                             43

     Scottie runs down the hall, excited by the idea of surprising
     her sister.

                            SCOTTIE
                  Which door? Which door is it?

                            MATT
                  Scottie, keep it down!

                            DORM SUPERVISOR
                  Will you both keep it down?      It's
                  around the corner.

     They turn down another corridor, and Scottie knocks on a
     door.

                            DORM SUPERVISOR (CONT'D)
                  That's the wrong door.

     The door opens, and a girl pokes her head out.

                            DORM SUPERVISOR (CONT'D)
                  Go back to sleep, Yuki.

                            MATT
                  Sorry, Yuki.

     The dorm supervisor knocks on an adjacent door.         A moment
     later a ROOMMATE opens, groggy from sleep.

                            DORM SUPERVISOR
                  Wake your roommate, sweetie.

                            ROOMMATE
                      (glancing in her room)
                  Um... Alex isn't here.

                            DORM SUPERVISOR
                  Where is she?

                            ROOMMATE
                  I think she's... outside somewhere.
                                                                   28.
       The Descendants       PINK Shooting Draft   4/11/10 Draft



44   EXT. SOCCER FIELD - NIGHT                                           44

     A coat over her nightgown, flashlight in hand, the dorm
     supervisor leads Matt and Scottie across glistening moist
     grass. They hear LAUGHTER.

     TWO FIGURES grow more distinct in the moonlight -- GIRLS
     hitting golf balls -- ALEXANDRA KING and friend EMILY.

                          DORM SUPERVISOR
                Girls! What do you think you're doing
                out here?

                            EMILY
                Run!

                            SCOTTIE
                Hi, Alex!    It's me, Scottie!

     Emily takes off but doesn't get far -- she falls flat on her
     face, golf club in one hand, BOTTLE in the other.

                          MATT
                You know, I pay $25,000 year for this
                crap not to happen. Alex!

                            ALEXANDRA
                Dad?
                    (laughing, to Emily)
                My fucking dad is here!

     This cracks her up even more.      Scottie laughs too, though
     she's unsure why.

                          DORM SUPERVISOR
                You don't talk like that here.      This is
                unacceptable behavior!

                          ALEXANDRA
                What's up, Dad?

                          EMILY
                You come out to play a few holes with
                us?

                          SCOTTIE
                We came to get you so you can come
                home. He took me out of school
                already. I haven't gone for three
                whole days.




                                                              (CONTINUED)
                                                                     29.
       The Descendants         PINK Shooting Draft   4/11/10 Draft
44   CONTINUED:                                                            44

                            ALEXANDRA
                      (to Matt)
                  What's happening? Why are you here?

                            MATT
                  You need to come home and see Mom.

     Alexandra hears this, takes a few strides, flings her golf
     club into the night.

                              ALEXANDRA
                  Fuck Mom!

                            DORM SUPERVISOR
                  What did I say about the language?

     ON MATT --

                            MATT (V.O.)
                  What is it about me that makes women in
                  my life want to destroy themselves?
                  Elizabeth with her motorcycles and
                  speedboats and alcoholism.

45   EXT. KING HOUSE - NIGHT                                               45

     Matt's car arrives back home, and he and Scottie get out of
     the car.

                            MATT (V.O.)
                  Alexandra with her drugs and older guys
                  and modeling.

46   INT. KING HOUSE - NIGHT                                               46

     Matt carries a passed-out Alex upstairs.         Scottie scampers
     ahead, opening the door to --

47   INT. ALEXANDRA'S ROOM - CONTINUOUS                                    47

     -- where Matt places Alex on her bed, takes off her shoes,
     covers her with a blanket, and watches this tsunami of a girl
     at rest.

48   INT. KING KITCHEN - DAY                                               48

     At the stove, Matt dishes out SCRAMBLED EGGS.         Scottie sits
     in the kitchen nook.

                            MATT (V.O.)
                  And Scottie, how can I protect her
                  from... me?


                                                               (CONTINUED)
                                                                   30.
      The Descendants        PINK Shooting Draft   4/11/10 Draft
48   CONTINUED:                                                          48

     As he brings her plate over --

                            SCOTTIE
                  I don't like eggs.

                            MATT
                  Why didn't you say so before I made
                  them?

                            SCOTTIE
                  I thought they were for you.

     Alex trudges in and pulls a Coca-Cola out of the fridge.

                             MATT
                  Good morning.
                      (no answer)
                  Does Mom let you have Coke for
                  breakfast?

                            ALEXANDRA
                  I'm pretty sure it's after eleven.

     Now that we get a closer look, we might recognize Alexandra
     from the postcards at the hospital. We also see a
     resemblance to her mother.

                            MATT
                  How are you feeling?

     Shrugging, she plops down near Scottie.

                            MATT (CONT'D)
                  Hungover, huh? Why am I not surprised?
                  I don't know where to start, and we
                  probably shouldn't in front of Scottie.

                            SCOTTIE
                  I don't mind.

                            MATT
                  I thought you were supposed to be
                  getting your act together.

                            ALEXANDRA
                  I have gotten my act together. I was
                  just drinking. I've been doing really
                  well, but nobody ever seems to notice
                  my grades are better, and how I was in
                  that stupid play you guys didn't bother
                  to see. Do you even remember the name
                  of it?


                                                             (CONTINUED)
                                                                   31.
       The Descendants       PINK Shooting Draft   4/11/10 Draft
48   CONTINUED: (2)                                                      48

     It's on the tip of his tongue.

                          ALEXANDRA (CONT'D)
                That's what I thought. So what if I
                got drunk on the ONE night you happened
                to drop in? So the fuck what?

                          MATT
                Hey, hey, hey. Watch your language in
                front of Scottie.

                            SCOTTIE
                I'm okay.

                          MATT
                    (sitting with them)
                Anyway, it's good to see you.      Welcome
                home. Want some eggs?

                          ALEXANDRA
                How long do I have to stay?

                          MATT
                We'll discuss that.

                          ALEXANDRA
                    (getting up)
                I'm going swimming.

                          MATT
                Then I'll join you.

                          ALEXANDRA
                Good times.

49   EXT. KING SWIMMING POOL - DAY                                       49

     Matt walks out the patio doors. Seated on the steps of the
     shallow end, Alexandra is on her cellphone.

                          ALEXANDRA
                    (into phone)
                I gotta go. I'll see you later.
                    (to Matt)
                The pool's really dirty. What day does
                the pool guy come?

     Matt notices all the floating leaves and insects.

                          MATT
                He comes... you know, I don't know what
                day he comes.


                                                             (CONTINUED)
                                                                        32.
      The Descendants             PINK Shooting Draft   4/11/10 Draft
49   CONTINUED:                                                               49

                                 ALEXANDRA
                  Awesome.

     Matt grabs a POLE to skim the surface of the water.

                            ALEXANDRA (CONT'D)
                  Sid's coming over.

                                 MATT
                  Who's Sid?

                            ALEXANDRA
                  A really good friend from Punahou.         We
                  were in school together for years.

                                 MATT
                  Oh.    Okay.

                            ALEXANDRA
                  He wants to be there for me with all
                  this shit happening.

     Matt wonders his own version of "What am I, chopped liver?"

                            MATT
                  Do I know his parents?

                            ALEXANDRA
                  No.   He might stay over too.         Is that
                  cool?

     Just then, Scottie runs out onto the patio dressed in a BRA
     AND PANTIES.

                            ALEXANDRA (CONT'D)
                  What the fuck? Get out of my
                  underwear, you freak.

                            SCOTTIE
                  Ooo, la la! Don't I look divine?

                            MATT
                  Scottie, get back inside and change
                  into your swimsuit.

                                 SCOTTIE
                  Why?

                                 MATT
                  Now.

     Scottie flips him off and runs back inside.


                                                                  (CONTINUED)
                                                                   33.
      The Descendants        PINK Shooting Draft   4/11/10 Draft
49   CONTINUED: (2)                                                      49

                         ALEXANDRA
               Real good job you're doing.

                         MATT
               That's part of why I brought you here.
               You have to help me. I don't know what
               to do with her.

     Alexandra slides into the water, swims to the other side and
     props herself on the edge, floating her lower body. Matt
     lowers himself into the water too.

                         ALEXANDRA
               Maybe if you spent more time with her,
               she wouldn't act like such a complete
               spaz. Get her out of town -- go camp
               on Kaua'i. That's what mom did with me
               whenever I was losing it.

                         MATT
               Listen, Alex, your mother isn't well.

                            ALEXANDRA
               Obviously.

                         MATT
               They just told me she isn't going to
               wake up. It's for sure now. The
               doctors are going to stop caring for
               her. Do you understand what I'm
               saying? Your mom wanted it this way.

     Alex remains silent.

                         MATT (CONT'D)
               She has a will, see, saying we have to
               do it like this. We both do. That's
               why I got you. We're letting her go.

     Alex looks at him, takes a couple quick, loud inhalations,
     then slips --

     UNDERWATER --

     -- where she SWIMS, FACE CONTORTED, hoping to stay down there
     forever. Finally she emerges --

     ABOVE THE POOL --

     -- and gets out, grabbing a towel, crying now.




                                                             (CONTINUED)
                                                                    34.
       The Descendants        PINK Shooting Draft   4/11/10 Draft
49   CONTINUED: (3)                                                       49

                          ALEXANDRA
                Why'd you have to tell me in the
                goddamned pool?

     Matt climbs out and approaches her, arms extended.

                          MATT
                Alex... Alex...

                          ALEXANDRA
                What do you want?

     Matt drops his arms, crestfallen.       Alex scoffs, walks back
     into the house.

50   INT. LIVING ROOM - DAY                                               50

     They sit together now on sofas.       Alexandra appears drained
     from crying.

                          MATT
                I just found out yesterday. We have to
                go through this thing together, you and
                Scottie and I. And I need to go around
                and tell people what's happening -- our
                family and close friends. Sometimes
                I'll want you to come with me. Other
                times I need you to watch Scottie.

                          ALEXANDRA
                You want me to go around with you and
                tell everyone that Mom's going to die?
                What's the point of that? Breaking the
                news, watching them cry, dealing with
                their emotions. How depressing is that
                going to be? Just call them.

                          MATT
                Alex, nobody wants to do any of this.
                But we need to tell Grandpa and Tutu, a
                few friends. They have the right to
                know and to be able to say goodbye.

                          ALEXANDRA
                I don't want to talk about Mom with
                anyone.

                          MATT
                Whatever you fought about with her at
                Christmas, you need to drop it. Grow
                up. You love your mother. Your mother
                loves you. Move on.


                                                              (CONTINUED)
                                                                     35.
      The Descendants        PINK Shooting Draft     4/11/10 Draft
50   CONTINUED:                                                            50

                            ALEXANDRA
                  I can't drop it.

                            MATT
                  You have to.

                            ALEXANDRA
                  You really don't have a clue, do you?
                  Dad, she was cheating on you.

     Whoa.

                            ALEXANDRA (CONT'D)
                  That's what we fought about. When I
                  was home at Christmas, I caught her
                  with some guy. It made me sick to see
                  her near you. I went back to school
                  thinking that was it, I was done with
                  her. I was going to call and tell you
                  everything. But then the accident
                  happened, and I was waiting until she
                  woke up, I guess. And you, you didn't
                  even suspect. Right?
                      (off his silence)
                  That disgusted me too. You're always
                  so busy.

                             MATT
                  Caught her with some guy?    What does
                  that mean?

                            ALEXANDRA
                  Brandy and I were on our way to swim in
                  the Black Point pool, and suddenly I
                  see Mom and some douchebag walk into a
                  house. His house, I guess.

                            MATT
                  Just a guy? It could have been
                  anybody.

                            ALEXANDRA
                  He had his hand on her ass.      It was
                  gross.

                             MATT
                  You're sure it was her.
                      (off her nod)
                  Then what?




                                                               (CONTINUED)
                                                                    36.
       The Descendants        PINK Shooting Draft   4/11/10 Draft
50   CONTINUED: (2)                                                       50

                          ALEXANDRA
                Then nothing. She went into the house.
                A few days later I told her I knew what
                she was doing.

                             MATT
                And?

                          ALEXANDRA
                First she acted like she didn't know
                what I was talking about. Like I'm
                blind. Then she got super-mad and
                started yelling at me and denied it.
                That's when I decided I didn't want
                anything more to do with her.

                             MATT
                Who is he?

                          ALEXANDRA
                I don't know. Some guy.

                          MATT
                What did he look like?

                             ALEXANDRA
                Dark hair.

     Matt stands up, walks in a little circle -- he literally does
     not know which way to turn. Then he knows.

                          MATT
                Watch Scottie.

51   EXT. KING HOUSE - DAY                                                51

     Matt bursts out of his house and starts RUNNING down the
     street.

52   EXT. NU'UANU NEIGHBORHOOD - DAY                                      52

     Matt comes sprinting around a corner.

53   EXT. THE MITCHELLS' HOUSE - DAY                                      53

     Matt arrives at his neighbors' house and lets himself in the
     kitchen door.

54   INT. THE MITCHELLS' HOUSE - CONTINUOUS                               54

     Matt passes through the kitchen into the living room.



                                                              (CONTINUED)
                                                                     37.
      The Descendants          PINK Shooting Draft   4/11/10 Draft
54   CONTINUED:                                                            54

                              MATT
                  Hello!    It's me, Matt!

     MARK AND KAI appear at the top of the stairs looking as
     though they haven't been downstairs all day.

                            KAI
                  Oh, hey, Matt.

                            MATT
                  You guys weren't sleeping, were you?

     As they come downstairs --

                            KAI
                  No, we were just fighting. Come on in.
                  Want a drink? Want some coffee?

                            MATT
                      (shaking his head)
                  What were you fighting about?

                              MARK
                  Stupid.

                            KAI
                  It's not stupid. He wants us to throw
                  parties and have people over, which we
                  do, of course, but who ends up doing
                  all the work? Me.

                            MARK
                  It's work that's totally unnecessary.
                  You don't have to do anything.
                  Nobody's forcing you to clean and buy a
                  new outfit and think of some goddamn
                  theme cocktail. We can just invite
                  people over last minute and drink
                  whatever we have and hang out. It's
                  more fun that way, anyway.

     As they continue their argument, Matt is struck by the
     pettiness of everyday life. He at once pities it, is
     impatient with it, and longs for it.

                            MARK (CONT'D)
                  You know what? We can talk about it
                  later. Matt didn't come over to hear
                  us squabble.

                            KAI
                  Shit, Matt. Is Elizabeth -- is there
                  any news?

                                                               (CONTINUED)
                                                                   38.
      The Descendants        PINK Shooting Draft   4/11/10 Draft
54   CONTINUED: (2)                                                      54

                            MATT
                  In fact there is. I'll tell you in a
                  moment. Who is he?
                      (off their silence)
                  Does she love him? Who is he?

                            KAI
                  Matt.

                            MATT
                  I'm sorry to put you in this position.
                  But I'm not really the one who put you
                  there, am I? I just want to know who
                  this guy is that my wife has been...
                  seeing.

                            KAI
                  Oh, Matt, you're angry.

                            MATT
                  You could be a therapist.    Very keen
                  powers of observation.

                           KAI
                  Wow. I think we should talk another
                  time. I think you need to cool it.

     Matt sits.    He's not leaving.    No one speaks.

                            MATT
                  Is it Troy? That fucking Neanderthal?

                            MARK
                  You don't know him.

                            KAI
                  Oh, don't you even, Mark.    Shame on
                  you. You're her friend.

                            MARK
                  I'm Matt's friend too. And this is a
                  very unique and dramatic situation.
                  I'd want to know.

                            KAI
                  Don't betray her when she can't even
                  defend herself. Matt, you may not be
                  able to hear this right now, but it's
                  not her fault. Women have needs.

                            MATT
                  Are you fucking kidding me?


                                                             (CONTINUED)
                                                                   39.
      The Descendants       PINK Shooting Draft    4/11/10 Draft
54   CONTINUED: (3)                                                      54

                         KAI
               Your marriage was not... You worked so
               hard to make partner, and no one can
               take that away from you. But then you
               made partner, and you only got busier.
               And it's not like you were so involved
               with the girls. She was lonely.

                         MATT
               So you're going to talk to me in
               clichés about women? Nothing is ever a
               woman's fault. Was it still going on
               when she had the accident?

     Kai looks away.    Mark nods.

                         MARK
               But I stayed out of it, Matt. Anytime
               Kai talked about it, I walked away.

                         MATT
                   (to Kai)
               And you what? You probably egged her
               on. Add some drama to your life
               without any actual risk. Whom do you
               think you're protecting anyway? She
               doesn't need your protection -- it's
               over. She's going to die.

                         KAI
               Don't say that.

                         MATT
               I almost told you yesterday. She's
               never going to wake up. It's for sure
               now. You hear me? We're pulling the
               plug. You were putting lipstick on a
               corpse.

                         MARK
               Come on, Matt.    That's a little
               intense.

     Kai's face dissolves into tears. Mark reaches out to comfort
     her. Everybody falls back to Earth.

                         MATT
               I'm sorry. I didn't mean to take it
               out on you guys. I just... Does she
               love him?

     Matt looks at him blankly, then at Kai.      He'd like to know
     too.

                                                             (CONTINUED)
                                                                     40.
       The Descendants        PINK Shooting Draft   4/11/10 Draft
54   CONTINUED: (4)                                                        54

                          KAI
                How can you ask about him when she's
                going to die? Who cares? Yes, she
                loves him, loved him, whatever. She's
                crazy about him. She was going to ask
                you for a divorce.

     Matt is stunned but oddly relieved.       The truth, once
     revealed, blows a calming wind.

                          MATT
                You still haven't told me who he is.        I
                guess it doesn't matter.

     Matt rises to his feet and leave.

55   EXT. THE MITCHELLS' HOUSE - DAY                                       55

     Just as Matt reaches the sidewalk, Mark comes loping out of
     the house.

                          MARK
                Brian Speer. His name is Brian Speer.
                Two e's.

     A PET GOAT tied up in the front yard watches.

56   EXT. NU'UANU NEIGHBORHOOD - DAY                                       56

     From a discreet distance, we notice that Matt has stopped
     walking to cry.

57   EXT. KING SWIMMING POOL - DAY                                         57

     Wandering up the driveway, Matt finds Alexandra sitting with
     Scottie and SOME GUY. Scottie now wears an oversized t-shirt
     reading, "She's fat. I'm drunk. It's on." They stop
     laughing when they see Matt.

                             SCOTTIE
                Hi, Daddy.

                          ALEXANDRA
                Dad, this is Sid.

                          MATT
                    (sizing him up)
                Hello, Sid.

     Lanky and odd, a permanent smirk on his face, SID rises from
     his lounge chair.



                                                                (CONTINUED)
                                                                      41.
       The Descendants          PINK Shooting Draft   4/11/10 Draft
57   CONTINUED:                                                             57

                               SID
                  `Sup, bro?

     As they shake hands, Sid pulls Matt into a man-hug and thumps
     him on the back.

                             MATT
                  Don't ever do that to me again.
                       (to Alexandra)
                  Get ready, okay? We're going to
                  Grandma and Grandpa's.
                       (to Scottie)
                  Auntie Esther will come over to watch
                  you.

                            ALEXANDRA
                  Sid's coming with us, okay?

                            MATT
                  Sid, this week, what's going on, is a
                  real family matter. You understand.
                      (to Alexandra)
                  Sid's not going to be interested in
                  meeting your grandparents. He'll be
                  bored stiff.

                            ALEXANDRA
                  Dad, I told you he was going to be with
                  me. I'll be a lot more civil with him
                  around.

                            SID
                      (arms wide, shrugging)
                  What can I say?

58   EXT. KING HOUSE - DAY                                                  58

     Matt approaches the car with Alexandra and the interloper.

                            MATT
                  Does he know what we're doing?

                            ALEXANDRA
                  He knows everything.

                            SID
                  Dude, your wife is dying and then you
                  find out she's been stepping out on
                  you? That's harsh.

                            MATT
                  Get in the car.
                                                                  42.
        The Descendants     PINK Shooting Draft   4/11/10 Draft



A59   EXT. MONTAGE - TBD                                                A59

59    EXT. THORSON HOUSE - DAY                                          59

      Matt watches retired military man SCOTT THORSON (70s) mumble
      as he sits at a table glancing over DOCUMENTS.

      Sid is splayed out on a nearby lounge chair. Alex seated at
      his feet. Every so often a PET PARROT squawks loudly.

                           SCOTT THORSON
                 This is like reading Korean.

                           MATT
                 Scott, I'll be happy to walk you
                 through it.

                           SCOTT THORSON
                     (tossing the papers)
                 Jibber-jabber.

                           MATT
                 It's an advanced directive -- basically
                 her instructions on what medical
                 procedures she wants or, in this case,
                 does not want. No prolonged mechanical
                 ventilation, no --

                           SCOTT THORSON
                 I know goddamn well what it says. Says
                 she doesn't want everyone waiting
                 around while she spoils like milk.
                 Says if the doctors can't do squat,
                 she'd just as soon get on with it.

      He stares off into space.

                           ALEXANDRA
                 Gramps, are you okay?

                           SCOTT THORSON
                 Elizabeth had the good sense to write
                 this thing here. Always a thoughtful
                 girl. A strong girl. A hell of a lot
                 stronger than her brother. Barry
                 whines his way through life. Might
                 even be a homosexual, for all I know.

                           MATT
                 Yeah, Scott, I don't think so.




                                                            (CONTINUED)
                                                                     43.
      The Descendants         PINK Shooting Draft    4/11/10 Draft
59   CONTINUED:                                                            59

                            SCOTT THORSON
                  And she's stronger than you, Matt. She
                  lived more in a year than you did in a
                  decade, sitting in your office,
                  hoarding all your cash. All that money
                  you refuse to use -- what the hell good
                  is it? And now you and your family are
                  cashing in your chips -- what the hell
                  for? Maybe if you'd let my baby have
                  her own boat and bought her some safe
                  equipment or let her go on those
                  shopping sprees women like, maybe she
                  wouldn't have gone in for those thrill
                  sports. Maybe if you'd provided more
                  thrills at home.

                             ALEXANDRA
                  Grandpa.

                            SCOTT THORSON
                  And you, Alexandra. Putting your poor
                  mother through hell when all she was
                  trying to do was instill some sense and
                  drive in you. Shame on you. You
                  should try to be more like her. She's
                  a good girl. She's a good girl.

     The old man climbs to his feet and takes a few steps away.
     Hands on hips, he looks up as though gauging the weather.
     Then he clears his throat, wipes his face with his sleeve,
     turns back.

                            SCOTT THORSON (CONT'D)
                  You all want a drink?

     As he wanders away toward the kitchen --

     LATER --

     Scott returns pushing a little DRINK-CART. Behind him trails
     his wife ALICE. An Alzheimer's victim, Alice is a sweet
     woman, alert but unable to grasp or recall.

                            ALICE
                  Oh, do we have guests?

                            MATT
                      (kissing her)
                  Hi, Alice. Good to see you.       It's me,
                  Matt.

                            ALICE
                  Good to see you too.

                                                               (CONTINUED)
                                                                44.
      The Descendants     PINK Shooting Draft   4/11/10 Draft
59   CONTINUED: (2)                                                   59

                         ALEXANDRA
                   (hugging her)
               Hi, Tutu.

                         SCOTT THORSON
               That's Alexandra.

                         ALICE
               Hello.

                         SCOTT THORSON
               She's your granddaughter. And this is
               your son-in-law Matt. This is your
               family. Well, except this kid. I
               don't know who the hell he is.
                   (to Sid)
               Who are you? Why are you here?

                         ALEXANDRA
               He's my friend.

                         SID
               Good afternoon.

                         SCOTT THORSON
               Alice, we're going to go to Queen's
               Hospital today and see Elizabeth.

                         ALICE
               We are? Queen Elizabeth? That's
               wonderful. I've never met a queen
               before. I have to put on a nice dress.

     Sid bursts out LAUGHING.

                         SID
               Is she serious?

                         SCOTT THORSON
               You be quiet, son.
                   (then --)
               No, Alice. Our Elizabeth. Our baby.
               We need to go visit her in the
               hospital. She needs us, just like when
               she was a little girl. Let's think
               about what she might want in her room.
               We'll take it to her and put it next to
               her bed.

                         ALICE
               But she's a queen. I have to look good
               for a queen. Don't you want me to look
               good?

                                                          (CONTINUED)
                                                                       45.
       The Descendants        PINK Shooting Draft      4/11/10 Draft
59   CONTINUED: (3)                                                          59

     Sid LAUGHS again.

                          SCOTT THORSON
                Shut up, Alice.
                    (then --)
                Sorry, old gal. You go ahead and say
                whatever you want.

                          ALICE
                I've never met a queen before.

     When Sid snickers again, Scott Thorson approaches him and
     glares.

                          SID
                I'm sorry, man. I was just laughing.
                It's funny. I think she knows she's
                being funny.

                          SCOTT THORSON
                I'm going to hit you.

     Scott POPS HIS FIST into Sid's face.           Sid FLIES BACK.

60   INT. MATT'S CAR - DAY                                                   60

     The car in motion, Matt glances in the rearview mirror.

                          MATT
                How's the eye?

     In the backseat, Sid holds a package of FROZEN PEAS to his
     puffy blue eye.

                          SID
                That was unreal. I mean, how often do
                old people just haul off and fucking
                cold-cock you in the face?

                          MATT
                He's hit me a couple times over the
                years. And watch your language.

                          ALEXANDRA
                Here, let me kiss it.

                             SID
                Ow!

                          MATT
                Hey, could you two just cool it around
                me? You know, stop... touching each
                other so much?

                                                                 (CONTINUED)
                                                                   46.
      The Descendants        PINK Shooting Draft   4/11/10 Draft
60   CONTINUED:                                                          60

                            SID
                  Whoa! Maybe that's why your wife
                  cheated on you, if you're so against
                  touching.

     SLAMMING ON THE BRAKES, Matt turns around, points a menacing
     finger. Even Alexandra realizes Sid went too far.

                            MATT
                  You little fuck.   Do you get hit a lot?

                            SID
                  I don't know.    I've had my share.

                            MATT
                      (to Alex)
                  Your friend is completely retarded.
                  You know that, right?

                            SID
                  Hey, my little brother's retarded.
                  Don't use that word in a derogatory
                  fashion.

     Matt looks at him. Given who Sid is, there's no reason to
     think he wouldn't have a retarded brother.

                            MATT
                  Oh.

                           SID
                  Psych! I don't have a retarded
                  brother!

                            ALEXANDRA
                  You suck, Sid.

                            SID
                  Speaking of retarded, do you ever feel
                  bad for wishing a retarded person or an
                  old person would just hurry up?
                  Sometimes I wait for them to cross the
                  street, and I'm like, come on already!
                  But then I feel bad.

     Rather than lashing out again at Sid, Matt turns around and
     lowers his head into one hand, squeezing his temples. It's
     all getting to be too much for him.




                                                             (CONTINUED)
                                                                     47.
        The Descendants        PINK Shooting Draft   4/11/10 Draft
60    CONTINUED: (2)                                                       60

                              ALEXANDRA
                        (noticing his anguish)
                 Dad?

                              MATT
                 What?

                           ALEXANDRA
                 Don't forget -- I know where he lives.

      Matt thinks a moment, then --

                           MATT
                 Get in the front seat.

61-63 OMIT                                                            61-63


64    EXT. DIAMOND HEAD ROAD - DAY                                         64

      Matt's car passes by the well-known crowded surf-point
      overlook.

                           MATT (O.S.)
                 Been doing any surfing over there on
                 the Big Island?

                           ALEXANDRA (O.S.)
                 I haven't surfed in years.

                           MATT (O.S.)
                 Yeah, how come? You were so good.

                           ALEXANDRA (O.S.)
                 At first I stopped because I got my
                 period and didn't know how to use a
                 tampon.

                           SID (O.S.)
                 Didn't want to attract sharks, huh?

                           ALEXANDRA (O.S.)
                 So I wouldn't go for, you know, five
                 days or so, and then I guess I just
                 stopped.

                           MATT (O.S.)
                 Why didn't you ask Mom to show you or
                 teach you or whatever?

65    EXT. KAHALA - DAY                                                    65

      The car continues on.

                                                               (CONTINUED)
                                                                    48.
       The Descendants        PINK Shooting Draft   4/11/10 Draft
65   CONTINUED:                                                           65

                            ALEXANDRA (O.S.)
                  I didn't even tell her I got my period
                  for like a year. She was always
                  pushing me to look older and act older,
                  so I just...

                            SID (O.S.)
                  Even I know how to use a tampon.

                            ALEXANDRA (O.S.)
                  The first time I got my period I
                  thought I shit my pants.

                            SID (O.S.)
                  Ew, maybe you did!

                            ALEXANDRA (O.S.)
                  Sid, shut up.

                            MATT (O.S.)
                  Are you sure he knows what's going on
                  with our family? Because he sure
                  doesn't act like it.

66   EXT. BRIAN SPEER'S BLOCK - KAHALA - DAY                              66

     The car creeps down a street of lovely homes.

                            ALEXANDRA
                  Do you know anything about him? Like
                  what he does or if he's married?

                            MATT
                  Just his name.   Brian Speer.

                            ALEXANDRA
                  Why didn't you ask Kai and Mark?

                            MATT
                  I just didn't.

                             ALEXANDRA
                  Why not?

                            MATT
                  I didn't want to get into it.

                            ALEXANDRA
                  We'll google him later.    Okay, there it
                  is. Stop.

     Matt pulls over opposite a supremely average-looking house.


                                                              (CONTINUED)
                                                                    49.
      The Descendants         PINK Shooting Draft   4/11/10 Draft
66   CONTINUED:                                                           66

                             MATT
                  There?   He lives there?

                            ALEXANDRA
                  Well, I can't say for sure he lives
                  there. That's just where I saw them.

                            MATT
                  And you just happened to be driving by.

                            ALEXANDRA
                  Sadie was driving. We both saw it.

     They all observe closely, very focused.        Nothing happens.
     It's just a house.

                            SID
                  That house is a piece of shit. At
                  least go after a guy who's got a
                  mansion. And do you think he's
                  married? That'd be pretty cold-blooded
                  to do it in a house where you're
                  married.

                            ALEXANDRA
                  Sid, please be quiet.

                            MATT
                  What are we going to do?

                            ALEXANDRA
                  I don't know. I'm just showing you the
                  house.

     They all think a moment.

                            ALEXANDRA (CONT'D)
                  Should I go ring the bell?

                            MATT
                      (tempted, then --)
                  No, wait, this is stupid -- this
                  stalking, or whatever the hell we're
                  doing. We came, we saw. Whatever.
                  Let's go.

     No one moves.

                            ALEXANDRA
                  It's not like we're stalking him
                  exactly.



                                                              (CONTINUED)
                                                                    50.
       The Descendants        PINK Shooting Draft   4/11/10 Draft
66   CONTINUED: (2)                                                       66

     A PLUMBING TRUCK drives up the road. The three of them
     reflexively crouch down before catching themselves.

                          ALEXANDRA (CONT'D)
                What would you do if you saw him,
                anyway? Talk to him or punch him or
                what?

                          MATT
                I guess I just want to see him.

                          SID
                All I know is, someone messed with my
                girl, all hell would break loose.

                          ALEXANDRA
                Whatever, Sid.

                          SID
                I mean, you'd never do that to me,
                would you? You know, if we ever got
                married. Fuck around on me.

                          ALEXANDRA
                Depends on how you treated me.

                          MATT
                That's enough now.

                          ALEXANDRA
                And we're not getting married.       Jesus.

                          MATT
                    (starting the car)
                Okay, that's enough. We're getting out
                of here.

67   EXT. NEARBY STREET - KAHALA - DAY                                    67

     Matt's just about to turn back onto Kahala Avenue when --

                             ALEXANDRA
                Dad, stop!

                             MATT
                What?

                             ALEXANDRA
                Go back.

                             MATT
                Why?


                                                              (CONTINUED)
                                                                    51.
       The Descendants       PINK Shooting Draft    4/11/10 Draft
67   CONTINUED:                                                           67

                            ALEXANDRA
                  Just go back a couple of houses.

     Matt does so, checking that the coast is clear.

                            ALEXANDRA (CONT'D)
                  There he is.

                            MATT
                  There who is?

                            ALEXANDRA
                  Look.

     Matt and Sid look toward a HOUSE FOR SALE. At first they
     don't get it, but soon their gaze drifts to the --

     "FOR SALE" SIGN
     complete with a PHOTO of the broker, none other than --

     BRIAN SPEER -- his big white SMILE contrasting starkly with
     haggard, unshaven Matt's SCOWL.

                            ALEXANDRA (CONT'D)
                  Now we know what he looks like.

                            SID
                  Must be pretty handy for a dude having
                  an affair to have some empty houses at
                  his fingertips.
                      (as Matt and Alex look at him)
                  I'm just saying. That's how I'd do it.

     Alexandra climbs out of the car to grab a FLYER and take a
     photo of Brian Speer with her phone.

68   EXT. BRIEF MONTAGE                                                   68

     Images of Honolulu at DUSK TURNING INTO NIGHT -- STREETLIGHTS
     turning on across an entire neighborhood, boisterous pau-hana
     DRINKERS AT A BAR, a bus releasing weary commuters, an
     overhead shot of the environs of the KING HOUSE.

                            MATT (V.O.)
                  I trusted you. But there was always
                  something about you I didn't trust.

     The sound of an internal PHONE RING begins.

69   INT. MATT AND LIZ'S BEDROOM - NIGHT                                  69

     A sitting area off the bedroom is where Elizabeth displays
     her trophies and sports memorabilia.

                                                              (CONTINUED)
                                                                      52.
       The Descendants          PINK Shooting Draft   4/11/10 Draft
69   CONTINUED:                                                             69

     This is where Matt now sits nursing a whiskey and pressing a
     PHONE to his ear.

                            BRIAN SPEER (O.S.)
                  Hi, this is Brian Speer at Kaimana-
                  Prudential Realty. Sorry I missed you.
                  Leave a message with your name, number
                  and time of call, and I'll get back to
                  you just as soon as I can. Mahalo.

     Looking as though he's about to vomit, Matt hangs up, regards
     the flyer on the coffee table before him.

                               SID (O.S.)
                  Hey, boss.

     Matt looks up to see Sid in his boxers.

                            SID (CONT'D)
                  Did you call him?

                            MATT
                  None of your business. And put some
                  clothes on. And you're not sleeping in
                  Alex's room. In fact, you should
                  really go home, son.

                            SID
                  Alex wouldn't like that.

                            MATT
                  Guest room. Take it or leave it.

                            SID
                  We're going to do what we're going to
                  do.

                            MATT
                  I'm not going to make it easy for you.

                            SID
                  I'm just fooling with you, man. We're
                  not like that. Guest room's awesome.
                      (then --)
                  Just call him. He's nobody. Raise
                  hell.

                                                               WIPE TO:

70   INT. MATT'S BEDROOM - NIGHT                                            70

     Matt sits on the bed, listening once again to Brian Speer's
     outgoing message.

                                                                (CONTINUED)
                                                                   53.
       The Descendants       PINK Shooting Draft   4/11/10 Draft
70   CONTINUED:                                                          70

                            MATT
                      (on the BEEP)
                  Yeah, hi, Brian. My name's, uh, Herb
                  Fitzmorris. I'm interested in that
                  house you've got on Koloa Street, the
                  one with the plantation shutters. I'm
                  at 645-2796. Thanks.

71   INT. HOSPITAL HALLWAY - DAY                                         71

     As Matt leads his daughters toward Elizabeth's room --

                            MATT
                  Let me go in for just a quick moment
                  alone first. I'll be right out.

72   INT. HOSPITAL ROOM - DAY                                            72

     Matt closes the glass door behind him and slides the privacy
     curtain across it. He looks at his wife. She's starting to
     look different -- her face more gaunt, her hair more matted.

     Since the last time we saw her, OTHER ITEMS have been added
     around her bed. Along with draped LEIS, we see a childhood
     DOLL, DIPLOMAS, and of course SPORTS MEDALS and RIBBONS. An
     antique QUILT covers her legs. Her father meant it when he
     said they'd bring her old things.

     Matt crouches down bedside.

                            MATT
                  You were going to ask me for a divorce?
                  So you could be with some fucking
                  fuckhead Brian Speer? Are you kidding
                  me? Who are you? Because the only
                  thing I know for sure is that you're a
                  goddamned liar. So what do you have to                      *
                  say for yourself? Go ahead, make a                          *
                  little joke and tell me I've got it all                     *
                  wrong. Tell me again I'm too out of
                  touch with my feelings and need to go                       *
                  to therapy.                                                 *
                      (then --)                                               *
                  Isn't the idea of marriage to make your
                  partner's way in life a little easier?
                  For me it was always harder with you.
                  And you're still making it harder.
                  Lying there on a ventilator and still
                  fucking up my life. You're relentless.
                  You know what? I was going to ask you
                  for a divorce some day.
                            (MORE)


                                                             (CONTINUED)
                                                                    54.
      The Descendants         PINK Shooting Draft   4/11/10 Draft
72   CONTINUED:                                                           72
                            MATT (CONT'D)
                      (grabbing a DOLL, tossing it)
                  Daddy's little girl.

     Matt rises, looks at her motionless face, exhales, gets
     himself together.

                            MATT (CONT'D)
                  I'm bringing in your daughters now.
                  Alex is home from school. Try to be
                  nice, okay?

     He slides the curtain open and lets the girls in.

                             SCOTTIE
                  Hi, Mom!   Look who's here.

     Alexandra approaches the bed slowly, startled by the changes
     in her mother's appearance and knowing the end is near.

                            SCOTTIE (CONT'D)
                  Say something, Alex. People in a coma
                  can hear you. You're supposed to talk
                  to them.

                             ALEXANDRA
                  Hi, Mom.

                             SCOTTIE
                  Tell her how you were drunk the other
                  night. Tell her maybe you're an
                  alcoholic.

                            ALEXANDRA
                  I guess it's in the genes.

                            MATT
                  Girls, be serious.

                            ALEXANDRA
                  Hi, Mom. Sorry for being bad. For
                  wasting your money on expensive private
                  schools. Money you could have used on
                  facials and massages and sports
                  equipment. Sorry for everything.
                      (looking at Matt)
                  Sorry we weren't good enough for you --
                  especially Dad.

                             MATT
                  Stop it.   That's out of line.




                                                              (CONTINUED)
                                                                   55.
      The Descendants        PINK Shooting Draft   4/11/10 Draft
72   CONTINUED: (2)                                                      72

                         ALEXANDRA
               Or what? You going to ground me? Or
               ship me off to another boarding school?
               You going to give me a "time out?"

                            MATT
               Goddammit!

     Unable, in front of Scottie, to remind Alex that Elizabeth is
     dying, Matt grabs his older daughter and SPANKS her.

                         SCOTTIE
               You got served!

                         MATT
               Scottie, out in the hall.

                         SCOTTIE
               She's the one out of line.

                         MATT
               Go find Sid.

                         SCOTTIE
               He's smoking. I shouldn't be around
               second-hand smoke.

                            MATT
                      (raising his hand)
               Now!

     As Scottie runs outside --

                         ALEXANDRA
               Did you just spank me?

                         MATT
               You have no right to talk to your
               mother that way. She's going to die in
               a few days. What if those were your
               last words?

                          ALEXANDRA
               I have every right to speak this way.
               I'm mad at her. How can you be so
               forgiving?

     Matt considers this. Of course she didn't see his recent
     outburst, and he's not about to let on.

                         MATT
               I'll be angry later. For now let's
               just think about the good parts.
                         (MORE)
                                                             (CONTINUED)
                                                                  56.
      The Descendants       PINK Shooting Draft   4/11/10 Draft
72   CONTINUED: (3)                                                     72
                         MATT (CONT'D)
               And don't say that stuff in front of
               your sister. Don't ruin her for
               Scottie. Say something else.

                         ALEXANDRA
               Look, Mom, I know we fought a lot. But
               I always wanted to be like you. I am
               like you. I'm exactly like you. God,
               that came out so dramatic.

                         MATT
               You are like her. Mostly in good ways.
               Maybe some bad ways. Remains to be
               seen.

     Sid saunters inside with Scottie in tow.

                         SID
               I hear you got spanked. I hear all
               hell's breaking loose in here.
                   (approaching the bed)
               Hey, Mrs. K., howzit? I'm Sid, Alex's
               friend from Punahou, remember? Nice
               day outside. No clouds. Not too hot.
               You know what I think? Tough lady like
               you? I think you're going to make it.
               I mean, I'm no doctor. What do I know?
               But that's what I think.

     Matt squints at Sid.   Is he stoned?

                         SID (CONT'D)
               I'm staying at your place to help Alex
               out. Don't worry, Mr. K.'s got me on
               lockdown at night. And I met your dad -
               - he packs a mean punch. Look at this.
                   (bringing his face closer)
               Wow. You're beautiful.
                   (to Alexandra)
               If you look anything like her when
               you're older, you're lucky. I mean,
               you know, not exactly like she is now.
               I mean in general.

     Sid turns back for a long look at Elizabeth.

                         SCOTTIE
                   (looking at her phone)
               Reina just texted me! She's here
               visiting her grandma! Can she come
               visit?



                                                            (CONTINUED)
                                                                   57.
      The Descendants       PINK Shooting Draft    4/11/10 Draft
72   CONTINUED: (4)                                                      72

                          MATT
                Dammit, Scottie, no Reina.

                          SCOTTIE
                But you said Thursday, and it's almost
                Thursday. I don't get to see her in
                school anymore.

                           MATT
                Not now.

                          SCOTTIE
                I need her. Alex needs Sid.       I need
                Reina.

     Matt looks at Alex, who in turn raises her eyebrows -- what
     harm could it do?

     LATER --

     Scottie pushes open the door, now accompanied by her friend
     REINA, 12, who looks around as if the room is dirty. She
     wears a terry-cloth tennis skirt and hooded terry-cloth
     sweatshirt.

                          SCOTTIE (CONT'D)
                Dad, this is Reina. Reina, that's my
                sister and Sid, and that's my mom on
                the bed.

                          REINA
                Hi, everybody.

     Alex and Matt look at each other, bewildered. Scottie leads
     Reina to the bed and touches her mother's shoulder.

                          REINA (CONT'D)
                So this is your mother? I guess it's
                true. Should I shake her hand?

                          SCOTTIE
                If you want.

                          REINA
                No, thanks.

                          MATT
                So, Reina, I hear your grandmother's
                not feeling well.




                                                             (CONTINUED)
                                                                58.
      The Descendants     PINK Shooting Draft   4/11/10 Draft
72   CONTINUED: (5)                                                   72

                         REINA
               Yeah. It's pretty bad. She got her
               stomach operated on and then got some
               stupid infection or something. It's
               pretty gross.

                         MATT
               Well, Reina, thanks for stopping by,
               and, here, Scottie, let me give you
               some money, and you two can go get an
               ice cream or something...

                         REINA
               Too many carbs.

                         MATT
               Carbs. Well, you could go to the
               cafeteria and get some lettuce.

                         REINA
               That's okay. I'm done.
                   (to Scottie, on her way out)
               You aren't a liar after all.

                         SCOTTIE
               Don't you want to hang out?

                         REINA
               No, I should go. I'll see you at the
               club. Hope your mom gets better.

     Exit Reina.

                         ALEXANDRA
               Scottie, what'd she mean by "You aren't
               a liar after all?" What'd she think
               you were lying about?

                         SCOTTIE
               She didn't believe Mom was sleeping.

                         ALEXANDRA
               So you had to prove to that twat that
               Mom's in a coma? What the fuck is in
               your skull, a bunch of stupid pills?

                         SCOTTIE
               Shut up, you motherless whore!

                         SID
               Whoa, whoa, easy there, half-pipe.



                                                          (CONTINUED)
                                                                     59.
       The Descendants         PINK Shooting Draft   4/11/10 Draft
72   CONTINUED: (6)                                                        72

                          MATT
                Where'd you learn how to talk like
                that?

     Scottie points at Alex.

     Matt's PHONE RINGS. He pulls it out to silence it but
     notices the CALLER ID --

     KAIMANA-PRUDENTIAL REAL ESTATE.

     He freezes. Sensing something, Alex calmly grabs the phone
     from him and glances at it.

                          ALEXANDRA
                Hello? No, you've got the right
                number. This is his assistant Sharon.
                How may I help you?

     Alex listens.       Scottie has no idea what's going on, but it
     sure is fun.

                              SCOTTIE
                Who is it?

                          ALEXANDRA
                Oh, I see. And for how long? Uh-huh.
                Okay. So one or the other. I'll tell
                him. Mahalo.

     Alexandra hangs up, proud.         Matt's proud too.

                          ALEXANDRA (CONT'D)
                That was Bonnie Tanaka, a realtor. She
                says Mr. Speer is on Kaua'i till the
                18th, but she'd be happy to show you
                the house or you can stop by the open
                house on Sunday.

73   EXT. KING HOUSE - DAY                                                 73

     MANY CARS are parked outside.

74   INT/EXT. KING HOUSE - DAY                                             74

     PLATTERS of sashimi, fruit, ahi poke and salads lie atop the
     antique koa dining room table.

     LONGTIME FRIENDS, 40s to 70s, mingle in the living room and
     around the pool. We spot Mark and Kai.
                                                                  60.
       The Descendants      PINK Shooting Draft   4/11/10 Draft



75   INT. KING KITCHEN - DAY                                            75

     Matt is spacing out alone, perhaps mentally rehearsing his
     speech. Awkward teen BUZZ happens by.

                          BUZZ
                Hi, Mr. King.

                          MATT
                Hello, Buzz.

                          BUZZ
                Sorry about Mrs. King.    Hope she gets
                better real soon.

                           MATT
                Thanks.

                          BUZZ
                It really blows.

     Matt nods, swigs his drink. Buzz now feels emboldened to
     reveal the cocktail concealed behind his back.

                          BUZZ (CONT'D)
                Please don't tell my mom I'm drinking.

                           MATT
                I won't.

                          BUZZ
                Sometimes I steal beers from your
                outdoor fridge.

                           MATT
                I know.

     Buzz slinks off.

                          MATT (PRE-LAP) (CONT'D)
                You've all been asking about Elizabeth,
                and I've given vague answers. But the
                reason I've asked you all to come over
                today is to tell you...

76   INT. KING LIVING ROOM - DAY                                        76

     Matt addresses the gathering.

                          MATT
                ...that her coma is permanent.     She's
                not going to make it.
                          (MORE)

                                                            (CONTINUED)
                                                                   61.
       The Descendants       PINK Shooting Draft   4/11/10 Draft
76   CONTINUED:                                                          76
                             MATT (CONT'D)
                  This week -- tomorrow, in fact -- as
                  per her wishes, we're going to unhook
                  her from life-support.
                      (holding for gasps)
                  You all know Elizabeth -- she always
                  likes to do things on her own.
                  Goddammit.
                      (almost losing it)
                  I wanted to tell you all in person.
                  You're all our dear friends, our best
                  friends. And the girls and I
                  appreciate so much all the ways you've
                  helped these last few weeks -- bringing
                  food, calling...

                            ONE GUEST
                  Can we see her?

                            MATT
                  Yes, for God's sake, yes. That's the
                  whole point. Go see her as soon as
                  possible. That's what I wanted to tell
                  you. It should be now, not after.
                  Everyone who loves her deserves a
                  chance to say goodbye.

77   EXT. KING HOUSE DRIVEWAY - DUSK OR NIGHT                            77

     Matt waves goodbye to the last guests as they drive off, then
     turns back toward his house. Halfway there, his exhaustion
     forces him to COLLAPSE onto the moist lawn.

     Sitting there, he comes to a REALIZATION -- not one he wants,
     but he knows he must deal with it regardless.

                            ALEXANDRA (PRE-LAP)
                  You've lost your mind.

78   INT. MATT'S STUDY - NIGHT                                           78

     Matt is catching up on WORK and has a DICTAPHONE in his hand.
     Alex hovers in the doorway.

                            ALEXANDRA
                  You mean him? Tell him to say goodbye?

                            MATT
                  I'll only be gone a day or so. I'll
                  leave in the morning, and be back
                  tomorrow night. If it takes another
                  day, fine -- I'll give it two days
                  tops. If I don't find him, at least I
                  tried.

                                                             (CONTINUED)
                                                                      62.
       The Descendants          PINK Shooting Draft   4/11/10 Draft
78   CONTINUED:                                                             78

                            ALEXANDRA
                  Drop it, Dad. You've got way bigger
                  fish to fry than confronting fucking
                  Brian Speer. Are you recording this?

                            MATT
                  I'm summarizing a deposition.

                            ALEXANDRA
                  How can you work?

                            MATT
                  How can you go to a movie?

                            ALEXANDRA
                  To get Scottie out of the house. And
                  you're going to tell him to come back
                  and see Mom.

                            MATT
                  I think... I just think she would want
                  him to know.

                             ALEXANDRA
                  Just call his office and say it's an
                  emergency.

                            MATT
                  On the phone he can escape. In person
                  he has nowhere to go. I want to see
                  his face. I want to change his life.

     Alexander senses his resolve -- it's kind of refreshing,
     actually -- then breaks into a wicked little smile.

                            ALEXANDRA
                  Then I want to go too.

                            MATT
                  No, you stay with Scottie.

                               ALEXANDRA
                  Fuck that.     Let's all get out of town.

79   EXT. AIRPORT - DAY                                                     79

     A Hawaiian Airlines inter-island airplane takes off.

80   INT. AIRPLANE - DAY                                                    80

     Matt sits isolated from his daughters and Sid across the
     aisle from him.
                                                                 63.
       The Descendants     PINK Shooting Draft   4/11/10 Draft



81   INSERT -- MAP OF THE ISLANDS                                      81

     A DOTTED LINE goes from Honolulu to Lihue.

82   EXT. KAUAI AIRPORT - DAY                                          82

     Matt leads his daughters and Sid toward the rental car
     shuttle when --

                          COUSIN RALPH (O.S.)
                Yo, Matt King!

     Matt turns to see COUSIN RALPH loping over, briefcase in
     hand. Like Matt, he wears the island businessman's uniform --
     Khakis and a Reyn's Spooner shirt.

     Grinning and nodding, Cousin Ralph gives Matt a back-slap hug
     and greets Scottie and Alexandra, whose names he clearly
     forgets.

                          COUSIN RALPH (CONT'D)
                Whatcha doing here?

                          MATT
                Just came over for a day or two.

                          COUSIN RALPH
                Yeah, I just got back from Kahului.    A
                little business over there.

                          MATT
                Yeah.

                          COUSIN RALPH
                All right. So you here to talk to some
                of the cousins? Make sure everybody's
                happy with your choice? Pay your
                respects to Cousin Hugh?

     Matt's smiles to cover the fact that he hasn't actually been
     thinking about this stuff.

                          MATT
                No, no, nothing like that. Just a
                little holoholo. Get the kids out of
                town.

                          COUSIN RALPH
                But it is Holitzer, right? We all know
                it's Holitzer. Cousin Hugh wants him,
                they go way back. I got my misgivings,
                though. It's not the highest bid by a
                longshot.
                          (MORE)
                                                           (CONTINUED)
                                                                      64.
       The Descendants         PINK Shooting Draft    4/11/10 Draft
82   CONTINUED:                                                             82
                            COUSIN RALPH (CONT'D)
                  There's an argument to be made for
                  maxing it out. We only do this once in
                  a lifetime. And in this economy --

                            MATT
                  Yeah, no, I know. I want to work with
                  you guys, Ralph, I really do. Whatever
                  the majority wants, I'll go along with
                  it. Let's just get it over with.

                            COUSIN RALPH
                  How's Elizabeth doing?     She going to be
                  okay?

                              MATT
                  The same.

                            COUSIN RALPH
                  Well, she's a tough gal. She'll be
                  okay. Yeah. Say, where you going,
                  Hanalei?

                            MATT
                  Yeah, Princeville.

                              COUSIN RALPH
                  Come on.    I'll give you a ride.

83   EXT. COUSIN RALPH'S JEEP - DAY                                         83

     It's an open jeep with bad shocks, and Cousin Ralph drives
     fast. The passengers hold on, their hair blown back.

                            MATT
                  Hey, Ralph.

                              COUSIN RALPH
                  Yeah.

                            MATT
                  Turn off over here.     Let's go see the
                  land.

                            COUSIN RALPH
                  Take a last look, huh?

                            MATT
                  You got time?

                            COUSIN RALPH
                  I got nothing but time.
                                                                 65.
       The Descendants     PINK Shooting Draft   4/11/10 Draft



84   EXT. TURNOFF POINT - DAY                                          84

     Cousin Ralph makes a turn and heads inland.

85   EXT. COUNTRY ROAD - DAY                                           85

     The Jeep stops at a FENCE, where a HERD OF CATTLE graze on
     the other side. Matt jumps out to let the jeep through.

                          RALPH
                I think this is where a golf course is
                going to be. They want the golf course
                to rival Pebble Beach, you know, bring
                in the big boys.

86   EXT. BUMPY ACCESS ROAD - DAY                                      86

     The Jeep ascends through pastoral countryside.

87   EXT. LOOKOUT POINT - DAY                                          87

     The Jeep stops at the overlook of an astonishingly beautiful
     swath of land extending from hilltop to bay. All get out,
     walk to the edge, look out.

                           SID
                Are you shitting me?   You guys own all
                this land?

                          MATT
                Not personally. It belongs to a trust.
                But yeah, it's ours for a few more
                days.

                          RALPH
                The other side of that ridge too. You
                can't see it from here. It's like
                this, but a little flatter and doesn't
                have as nice a bay.

                          SID
                This is outrageous.

                          COUSIN RALPH
                    (pointing, to Matt)
                Yep. Big resort there on that point.
                Commercial area over there, houses all
                through there. I think they should put
                in a big zip-line. Hell, we should
                have put in a zip-line.

     All continue to ogle this awe-inspiring sight.


                                                           (CONTINUED)
                                                                      66.
      The Descendants        PINK Shooting Draft      4/11/10 Draft
87   CONTINUED:                                                             87

                            RALPH
                  Of course, part of me agrees with the
                  cousins who don't want to sell.
                  They're going to make a pretty big
                  stink at the meeting.

                            MATT
                  I know, but we have to sell. The trust
                  has to dissolve in seven years, and if
                  we haven't sold, it'll be a huge mess.
                  Selling now and distributing the cash
                  is the only clean way to do it.

                            RALPH
                  But it's a shame, yeah? On the other
                  hand, hey, it's just sitting there. No
                  one's using it. At least this way the
                  whole world will be able to enjoy it.

                            MATT
                      (to his daughters)
                  Take a good look, girls. In the old
                  days, this was part of your great-great
                  grandmother's inheritance going all the
                  way back to Kamehameha I.

     With them, we look across this land, vivid and verdant.

                            ALEXANDRA
                  Down there is where Mom and I would
                  camp.

                            MATT
                  We all did, all our lives.       A lot of
                  memories.

                            SCOTTIE
                  What about me? I want to camp.        I wish
                  we lived in the old days.

                            ALEXANDRA
                  We do. We still do.
                      (to Matt)
                  Do we really have to sell?

                            MATT
                  Doing anything else would get extremely
                  complicated. A lot of your cousins
                  just want the money. Everything has
                  its time.

                            SCOTTIE
                  I want us to keep it!

                                                                 (CONTINUED)
                                                                    67.
       The Descendants        PINK Shooting Draft   4/11/10 Draft
87   CONTINUED: (2)                                                       87

     Matt looks over at Scottie, then at Alexandra.        It's clear
     that Alexandra is moved by this sight.

                          SID
                Can you like specify what businesses
                they'll put here? Because you should
                totally get a Cheesecake Factory. Only
                one so far's in Waikiki, and it's
                awesome. You definitely need a
                Cheesecake Factory. And Taco John's.

     MOMENTS LATER --

     The Kings approach a nearby MONUMENT commemorating "John
     Lowell "Keoni" King. 1899 - 1974. The plaque depicts a
     smiling man atop a horse.

                          MATT
                    (to the girls)
                My grandfather. He really loved this
                place. So did your mother. So does
                your mother.

88   EXT. COUSIN RALPH'S JEEP - DAY                                       88

     Cousin Ralph turns off the Kuhio Highway and into
     PRINCEVILLE, which greets visitors with an immense faux-
     Italian FOUNTAIN.

89   EXT. PRINCEVILLE - DAY                                               89

     Passing through this immense development, Matt notices the
     names of the condo complexes: The Sand Piper, The Island
     Tropic, etc.

     And he observes TOURISTS along the edge of the golf course,
     with their visors and fanny packs.

90   EXT. ST. REGIS HOTEL FRONT DOORS - DAY                               90

     Ralph drops our friends off.

91   INT. ST. REGIS HOTEL LOBBY - DAY                                     91

     Alex and Sid slump against a marble pillar. Scottie has
     taken her shoes off to slide across the shiny floor.

     AT THE FRONT DESK --

                          CLERK
                Here's your credit card back, Mr. King.
                And how many keycards will you be
                needing today for your deluxe suite?

                                                              (CONTINUED)
                                                                      68.
       The Descendants        PINK Shooting Draft   4/11/10 Draft
91   CONTINUED:                                                             91

                            MATT
                  Let's say three. By the way. I'm
                  supposed to meet a buddy of mine I
                  think is staying here. Brian Speer.       S-
                  P-E-E-R.

                            CLERK
                      (checking computer)
                  I'm not showing anyone by that name.

                             MATT
                  Thanks.

92   INT. HOTEL SUITE - DAY                                                 92

     Moving in.

     LATER --

     Matt is on the telephone, nodding gravely.

                            MATT
                  No, I understand.   Okay.    Thanks.

     Matt hangs up, blinks a few times, spaces out a moment.           Then
     he slides open the glass door to the --

93   EXT. HOTEL SUITE LANAI - DAY                                           93

     -- where he finds Alexandra smoking.

                            MATT
                  Put that out, will you please?

     Alex shoots him a look, then stamps out the butt on the
     bottom of her shoe.

                            MATT (CONT'D)
                  You could at least smoke lights.       Like
                  Sid.

                             ALEXANDRA
                  I could.

                            MATT
                  Just got off the phone with Dr.
                  Johnston. They did what they had to do
                  a couple hours ago. They've moved her
                  to another floor. They say she seems
                  comfortable, still breathing on her
                  own. She's doing okay.



                                                                 (CONTINUED)
                                                                   69.
      The Descendants        PINK Shooting Draft   4/11/10 Draft
93   CONTINUED:                                                          93

     Alexandra nods at this news and looks off.       Matt joins her in
     gazing out at Hanalei Bay.

                            MATT (CONT'D)
                  So how are you doing, Alex?

                            ALEXANDRA
                  What do you mean? You mean considering
                  Mom's... circling the drain?

                            MATT
                  No, I mean other than that. In
                  general. You haven't been using, have
                  you?

                            ALEXANDRA
                  No, Jesus, I'm not using.

                            MATT
                  Not at all? I smell pot all the time
                  on Sid.

                            ALEXANDRA
                  That's Sid.

                            MATT
                  So you just stopped?   Really?

                            ALEXANDRA
                  Look, Dad, it's no big deal. Kids do
                  drugs and they stop. Unless they're
                  like super-ghetto. And you sent me to
                  boarding school, remember? I couldn't
                  get anything anymore. So no, I'm not
                  doing any drugs. But I still think
                  they're fun. Okay, maybe a little pot
                  once in a while.

                            MATT
                  And a little drinking.

     She can't deny that.

                            MATT (CONT'D)
                  Why are you being so honest?

                            ALEXANDRA
                  Mom's dying.

                            MATT
                  Yeah, well, I'm proud of you.



                                                             (CONTINUED)
                                                                 70.
       The Descendants     PINK Shooting Draft   4/11/10 Draft
93   CONTINUED: (2)                                                    93

                          ALEXANDRA
                Not much to be proud of.

                          MATT
                Yeah, there is. We shipped you off.
                Let them handle it. And now you're
                here, helping with Scottie, helping me.
                Thanks.

                          ALEXANDRA
                You want to know what really pisses me
                off? That she wouldn't end it. Not
                even when she knew she was busted. How
                are we supposed to feel about that?

                          MATT
                I guess she really liked him.

                          ALEXANDRA
                So how are we going to find this guy,
                Sherlock?

                          MATT
                Right. Well, why don't you two take
                Scottie to the beach? I'm going to
                call around a little. We're on an
                island, for Christ's sake.
                Everything's just one degree of
                separation.

                          ALEXANDRA
                    (getting up)
                We'll find him.

94   EXT. ST. REGIS BEACH - DAY                                        94

     Matt scans the BEACH as he ambles toward Sid and his
     daughters lying on towels. Scottie is snuggled close to Sid.

     Matt notices LUMPS OF SAND stuffed into Scottie's bikini top.

                          MATT
                Hey, what's in your suit?

                          SCOTTIE
                They're my beach boobs.

                          MATT
                Take that out. Right now. Alex,
                Jesus, why'd you let her do that?    You
                too, Sid.

     Lying on her stomach, Alex lifts her head.

                                                           (CONTINUED)
                                                                     71.
       The Descendants         PINK Shooting Draft   4/11/10 Draft
94   CONTINUED:                                                            94

                            ALEXANDRA
                  I don't know. Take them out, stupid.

                            SID
                  Yeah, Scottie. Honestly.       Big boobs
                  look kind of fatty.

     Scowling, Scottie gets up and starts pulling the sand out of
     her suit as she stomps toward the water.

                              ALEXANDRA
                  Any luck?

                            MATT
                  The hotels were a dead end, but I took
                  another shot with his office. He's
                  definitely in Hanalei renting a house
                  somewhere -- probably one of those
                  cottages around the bay. Who wants to
                  go for a walk?

                            SID
                  Sounds good.

     Matt grimaces -- not whom he was hoping for.         Alex ties the
     straps of her bikini and flips over.

                            ALEXANDRA
                  Yeah, let's go. Scottie!

95   MOMENTS LATER --                                                      95

     Our friends weave their way among BEACH-GOERS. Matt has
     thought to bring along a print-out of Brian Speer's PHOTO,
     which he and Alex glance at discreetly. Sid trails behind.

                            SCOTTIE
                      (catching up to Matt)
                  Can we swim with the sharks? I read in
                  the hotel magazine how they put you in
                  a cage in the ocean and throw shark
                  feed in the water and sharks swim right
                  up to you. Can we do that?

                            ALEXANDRA
                  Scottie, we're not really here to do
                  stuff like that.

96   EXT. HANALEI BAY - PINE TREES - DAY                                   96

     The sun approaches the horizon.



                                                               (CONTINUED)
                                                                   72.
       The Descendants       PINK Shooting Draft   4/11/10 Draft
96   CONTINUED:                                                          96

     Father, daughters and Sid have walked past people and houses.
     Now they're walking just to be walking. We see them from a
     distance, although we hear them very close.

                            SCOTTIE
                  How'd you and Mom meet?

                            MATT
                  I was with a law school buddy from the
                  mainland, and I took him to the club.
                  We were just coming in from paddling,
                  and your mom was on her way out, and
                  she looked at me and said, "Do you
                  think it's going to snow today?" We
                  all got beers when she came back in. I
                  had already seen her around. That was
                  it. I got her number.

                            SCOTTIE
                  Did you think she was pretty?

                            MATT
                  She knocked me out.

                            SCOTTIE
                  What do you love about her?

                            MATT
                  I love... I don't know. The way we are
                  with each other, most of the time,
                  anyway. I love how she's more capable
                  of feeling joy than anyone I've ever
                  known. I just like being with her,
                  just riding bikes or going out to
                  dinner, even if it's just a plate lunch
                  at Rainbow's. Years ago we used to do
                  a lot of paddling together.

                            ALEXANDRA
                  Can we drop this? Jesus.
                      (mimicking)
                  "What do you love about Mom, Daddy?"
                  Shut up, already.
                      (to Matt)
                  And stop babying her.

                            MATT
                  Easy, Alex. We're just talking.

97   EXT. HANALEI BAY FOREST AREA - LATE AFTERNOON                       97

     Our friends continue walking, this time amid THICK TREES
     along the shoreline. Again we see them from afar.

                                                             (CONTINUED)
                                                                   73.
       The Descendants       PINK Shooting Draft   4/11/10 Draft
97   CONTINUED:                                                          97

                            MATT
                  Your mom got chased by a shark once.
                  Very close call.

                            ALEXANDRA
                  When was that?

                            MATT
                  We were on Moloka'i with Mark and Kai,
                  and your mom was out surfing and saw a
                  shark right beneath her on a wave.
                  Like right beneath her. She got down
                  on her stomach and started paddling
                  like crazy, and this big fin kept
                  following her. She even paddled up
                  onto the nearest rocks instead of all
                  the way to shore. Got cuts all over
                  her legs and hands. Only time I ever
                  saw your mother scared, and she was
                  really scared. She even threw up.
                  Crying and shaking. I had to hold her
                  for a long time.   She really thought
                  she was going to die. Of course she
                  hid all that from the Mitchells, turned
                  it into a funny "Me-versus-a-shark"
                  story. I told her...

                            ALEXANDRA
                  Yeah?

                            MATT
                  I told her it wasn't her time yet.

     They continue in silence a few moments.

                            SCOTTIE
                  I wish Mom was here.

98   EXT. ST. REGIS HOTEL BEACH AREA - LATE AFTERNOON                    98

     The sun is now very low on the horizon as our friends make
     their way back to the hotel. Again we see them from a
     distance.

                            MATT
                  I'll ask you that same question,
                  Scottie. What do you love about Mom?

                            SCOTTIE
                  Lots of stuff. She's not old and ugly
                  like other moms.
                            (MORE)


                                                             (CONTINUED)
                                                                     74.
       The Descendants       PINK Shooting Draft     4/11/10 Draft
98   CONTINUED:                                                            98
                            SCOTTIE (CONT'D)
                  I like her stories -- like how she
                  streaked at the wedding and the time
                  she beat a wild pig with a shoe. How
                  about you, Alex?

                            ALEXANDRA
                  Why are we still talking about this?
                      (then --)
                  I like how she's not afraid of
                  anything.

99   INT. HOTEL SUITE SITTING ROOM - NIGHT                                 99

     The four are splayed out watching TV amid the messy remains
     of ROOM SERVICE DINNER.

     Alexandra and Scottie wield the REMOTE and stumble upon the
     channels promoting direct-access ADULT MOVIES.

                            SCOTTIE
                  Let's watch one of these!

                            ALEXANDRA
                  We're not watching porn.

                            SCOTTIE
                  Reina's dad watches pornos. Reina
                  calls them masturbation movies. Her
                  dad has some. She plays them when her
                  parents aren't home and one time
                  invited boys over to see if they grew
                  down there. One did.

                            SID
                  Reina's awesome.

                            MATT
                  Were you there?    Have you seen any of
                  those movies?

                            SCOTTIE
                  No.

                            ALEXANDRA
                  You've got to watch her with     the
                  internet. And Reina's dad.       Scottie,
                  Reina is a fucked-up ho-bag,     and you
                  need to stay away from her.      Do you
                  want to end up like me?

                            SCOTTIE
                  Yes.


                                                               (CONTINUED)
                                                                    75.
        The Descendants       PINK Shooting Draft   4/11/10 Draft
99    CONTINUED:                                                          99

                             ALEXANDRA
                   I mean the earlier me, when I was mean
                   to you and yelling at mom all the time.

                             SCOTTIE
                   No.

                             ALEXANDRA
                   Well, Reina's going to be a meth-head,
                   and she's going to get used by stupid
                   guys. She's a twat. Say it.

                             SCOTTIE
                   She's a twat.
                       (running across the room)
                   Twat, twat, twat, twat!

                              MATT
                   Stop that!
                       (to Alexandra)
                   I don't get it. I don't know what to
                   do... these things she does. What goes
                   on in her head? You weren't like that.

                             ALEXANDRA
                   It'll go away.

                             MATT
                   I'm not so sure. I mean, look how you
                   kids talk in front of me. It's like
                   you don't respect authority.

      Alex looks at him -- authority?

100   INT. HOTEL SUITE BEDROOM - NIGHT                                    100

      Matt tosses and turns, gets up and goes to the bathroom.

      MOMENTS LATER --

      Exiting the bathroom, he decides he should make a routine
      inspection and wanders into --

101   INT. HOTEL SUITE SITTING ROOM - CONTINUOUS                          101

      -- where he eyes a lump on the FOLD-OUT BED.       He creeps up
      when Sid awakens.

                             SID
                   Hey, what's up?

                             MATT
                   Hi.

                                                              (CONTINUED)
                                                                    76.
       The Descendants        PINK Shooting Draft   4/11/10 Draft
101   CONTINUED:                                                       101

                             SID
                   Checking on me or something?

      A sheepish look on his face, Matt takes a seat on the edge of
      the bed.

                             MATT
                   I don't, uh... I haven't been sleeping
                   very much lately.

                             SID
                   Understandable.

                             MATT
                   I'm worried about my daughters. I'm
                   worried there's something wrong with
                   them.

                             SID
                   I used to do some messed-up shit when I
                   was a kid. Still do. It's going to
                   get worse after your wife dies.

                             MATT
                   What does Alex really think about this
                   stuff that's going on? What does she
                   say?

                             SID
                   She doesn't.

                             MATT
                   What do you mean? I thought she talks
                   to you all the time.

                             SID
                   We don't really talk about our like
                   "issues." We just, I don't know, we
                   deal with our shit by talking about
                   other stuff and having a good time.

                             MATT
                   What would you do if you were me? How
                   would you handle my daughters? How
                   would you handle... the situation of
                   this guy we're trying to find?

      Matt can't believe what he just asked, but he's desperate for
      clues from even the unlikeliest source.




                                                              (CONTINUED)
                                                                 77.
       The Descendants     PINK Shooting Draft   4/11/10 Draft
101   CONTINUED: (2)                                                101

                          SID
                I told you what I'd do -- I'd lay his
                nuts on a dresser and hit `em with a
                spiked bat. With the daughters, I
                don't know. I'd take them on a trip.
                Or no, I'd buy `em a bunch of shit.
                Like with all the money you're going to
                get when you sell the land -- you're
                going to make stupid money, right? --
                dude, you could buy them anything.

      Matt questions his sanity at having asked Sid any advice.

                          MATT
                Do you want some of it?   Some money?

                          SID
                Sure.

                          MATT
                If I gave you a lot of money right now,
                tonight, would you leave?

                          SID
                Why would I leave?

                          MATT
                No, Sid, I'm asking you a favor.    If I
                give you money, will you leave?

                          SID
                Oh. I get it. Is that what you want?
                You want me to go?

                          MATT
                I guess not.

                          SID
                Look, dude, you're right. If I had
                daughters, I wouldn't know what to do.
                Exchange them for sons, I guess.

                          MATT
                Then I might wind up with something
                like you.

                          SID
                I'm not so bad.   I'm smart.

                          MATT
                You're about a hundred miles away from
                Smartville. No offense.


                                                           (CONTINUED)
                                                                  78.
        The Descendants     PINK Shooting Draft   4/11/10 Draft
101   CONTINUED: (3)                                                 101

                            SID
                 You're mistaken, counselor. I'm smart.
                 I have good hygiene. I'm an decent
                 guitarist, a good cook. I cook food
                 all the time. I'm vice-president of
                 the Punahou chess club. And I always
                 have weed.

                           MATT
                 I'm sure your parents are proud.

                            SID
                 It's possible.    My mom's sort of busy
                 right now.

                           MATT
                 What does she do, your mom?

                           SID
                 She's a receptionist at a pet clinic.
                 But mostly she's been getting the house
                 together after my dad died. My dad
                 died a few months ago.

      At first refusing to fall for it, Matt sees this is no prank.

                           SID (CONT'D)
                 November 24th. Drunk driver. Actually
                 both drivers were drunk. Yeah.

      Sid smiles and nods as though to make Matt feel better about
      the sad news he just shared.

                           MATT
                 Goodnight, Sid.    I'll see you tomorrow.

                           SID
                 Goodnight, boss.

102   EXT. HANALEI BAY - DAWN                                        102

      SUNRISE. Matt JOGS along the nearly empty beach -- just a
      few surf FISHERMAN and PADDLERS. He's clearly out of shape
      but makes a good effort.

      ANOTHER GUY jogs toward Matt wearing a "Stanford Lacrosse" T-
      shirt and running shorts with long slits up the sides.

      BRIAN SPEER!

      They pass each other. Matt continues on a moment in
      disbelief, then TURNS AROUND and follows. His strides long
      and efficient, Brian gives Matt a run for his money.

                                                             (CONTINUED)
                                                                      79.
        The Descendants         PINK Shooting Draft   4/11/10 Draft
102   CONTINUED:                                                         102

      Soon Brian cuts up the beach toward one of the COTTAGES that
      line the bay. Matt follows, awkwardly trying to appear
      nonchalant.

                             MATT
                       (under his breath)
                   Hi, you don't know me, but I know you.
                   Hi, you don't know me, but I know you.
                   Brian Speer, right? Hi, I'm Liz's
                   husband. That's right. Fuckface.

      Brian disappears up a little PATH through a HEDGE.          Matt
      quickens his pace toward --

103   EXT. HANALEI BEACH COTTAGE - CONTINUOUS                            103

      -- where he spies on Brian walking across a wide lawn toward
      a lovely OLD COTTAGE.

                               MATT
                   Hi.    You don't know me, but I know you.

      Brian disappears inside, emerging moments later chugging
      GATORADE.

      Courage gathered, Matt is about to charge forward when he
      stops short -- the door opens again, and out comes a
      beautiful WOMAN in a white bathing suit and white sun hat.
      Then two LITTLE BOYS.

      Fucker's got a family.      Not the right moment.

104   EXT. HANALEI BAY - DAY                                             104

      The sun is higher, and the BEACH is growing populated.

      Matt sits on the sand, glancing occasionally back toward the
      cottage. Next to him lie his daughters and Sid.

      Suddenly TWO BOYS -- Brian's kids -- come running through the
      hedge and past Matt on their way into the water.

      Matt turns around to see Brian's wife JULIE SPEER dutifully
      trailing behind.

                             JULIE
                   Stay in the zone, please! That means
                   you, Skylar. And you too, Colt.

                             MATT
                       (low)
                   Skylar and Colt?


                                                                (CONTINUED)
                                                                    80.
       The Descendants        PINK Shooting Draft   4/11/10 Draft
104   CONTINUED:                                                       104

      Matt watches the little boys flop into the surf.        Mrs. Speer
      follows, wading in up to her calves.

      Matt stands to look whether Brian is coming down to the beach
      too. No such luck.

                             MATT (CONT'D)
                       (to Alex)
                   I'll be right back.

      Matt gets to his feet, brushes off sand, and walks casually
      toward Mrs. Speer, maintaining a comfortable distance.
      Alexandra watches.

      IN THE SURF --

      Matt takes up a casual stance near Mrs. Speer and pretends to
      look out at the water, just hanging out. Mrs. Speer
      continues to keep a watchful eye on her boisterous boys.

                             MATT (CONT'D)
                   Looks like you got yourself a handful
                   with those two.

                             JULIE
                   Yeah.

                             MATT
                   Must keep you pretty busy.

                             JULIE
                   They're pretty non-stop, but they're at
                   a really fun age.

                             MATT
                   How old are they?

                             JULIE SPEER
                   Eight and ten.

                             MATT
                       (pointing)
                   I have two girls. Ten and seventeen.
                   That whole non-stop thing. That never
                   changes.

                             JULIE SPEER
                   You guys live here?

                             MATT
                   We live on O'ahu.



                                                              (CONTINUED)
                                                                    81.
       The Descendants        PINK Shooting Draft   4/11/10 Draft
104   CONTINUED: (2)                                                   104

                          JULIE SPEER
                Oh, so do we.

                          MATT
                Yeah, I'm just getting my girls out of
                town for a couple days. Their, uh,
                their mother is in the hospital, so I
                thought I'd give them a little break.

                             JULIE
                Oh, no.

                          MATT
                She'll be fine.

                          JULIE
                What's wrong? If you don't mind my
                asking.

                          MATT
                Just a little boating accident.       Hit
                her head a little too hard.

      Does Julie recognize any of this, or even recognize him?
      Doesn't seem like it.

                          JULIE
                A sailboat? Or one with a motor?

                          MATT
                    (laughs, then --)
                One with a motor.

      She's actually sort of charming, this Julie Speer.

                          JULIE
                Well, good luck with that. I wish her
                well. Skylar, don't go so far!

                          MATT
                You guys staying in one of the cottages
                over there?

                          JULIE
                Yes, my husband had to come here for
                work, so we thought we'd all make a
                little vacation of it. He knows the
                owner, so --

                             MATT
                Hugh King.



                                                              (CONTINUED)
                                                                     82.
        The Descendants        PINK Shooting Draft   4/11/10 Draft
104   CONTINUED: (3)                                                    104

                           JULIE
                 That's right.

                           MATT
                 He's my cousin.

                           JULIE
                 Oh. Then you probably know my husband.
                 Brian Speer?

      That hangs there a moment.      Matt suppresses the sudden desire
      to spill the beans.

                           MATT
                 No, can't say as I do.

                           JULIE
                 Oh, I just assumed, since he's been --

                              SCOTTIE
                 Dad!     Dad, come here!   Something bit
                 me!

      Matt looks over to see Scottie very agitated about something.

                              MATT
                 Excuse me.     Nice talking to you.

                             JULIE
                 You too.    Take care.

      Matt trots off.

105   A MONTAGE --                                                      105

      Images of Hanalei as the sun begins to set over the
      magnificent taro fields. Wind rustles the trees. Mist falls
      into the valley.

                           MATT (V.O.)
                 How can I forgive her for loving
                 someone else? Did she even know about
                 his family? Was she that in love?
                 Does she miss him from her coma? Does
                 she wish he could be with her and not
                 me?

106   EXT. HANALEI TOWN - DUSK                                          106

      Our friends walk along roadside tourist shops toward --
                                                                     83.
        The Descendants        PINK Shooting Draft   4/11/10 Draft



107   INT. TAHITI NUI RESTAURANT - DUSK                                    107

      A lived-in hangout with a wood interior, woven mats on the
      walls, and tables carved into with steak knives. A UKULELE
      CLUB jams in a corner.

      As our foursome enter the joint, Matt notices --

      COUSIN HUGH
      yucking it up at the BAR with other REGULARS.

                           MATT
                     (to Alexandra)
                 There's Cousin Hugh.      Get us a table.
                 Order me something.

                              ALEXANDRA
                 Like what?

                              MATT
                 Anything.

      AT THE BAR --

      Matt wedges his way in beside his third cousin, who despite
      his booziness and very local flavor is nonetheless a King
      family patriarch.

                           COUSIN HUGH
                 Heeey! Mattie-boy! What are you doing
                 here? I didn't expect to see you until
                 the meeting.

      He looks over his shoulder to see whom Matt might have come
      in with.

                           COUSIN HUGH (CONT'D)
                 Is that...?

                           MATT
                 Yeah, Scottie and Alex.

                            COUSIN HUGH
                 Big girls now! So what are you doing
                 here, man?

                           MATT
                 Just getting the girls out of the
                 hospital for a couple days, you know,
                 change of scenery.




                                                               (CONTINUED)
                                                                     84.
       The Descendants         PINK Shooting Draft   4/11/10 Draft
107   CONTINUED:                                                        107

                             COUSIN HUGH
                   Yeah, boy, what you've been going
                   through. That's a tough deal.
                       (taking a drink)
                   But Elizabeth, hey, she's, she's a
                   tough gal, I'll tell you that. A
                   fighter. She'll make it. Get you a
                   drink?

                             MATT
                   Sure, what're you having?

                             COUSIN HUGH
                   Barney, an old-fashioned for my cousin
                   here. Nice to see you, Matt. How you
                   been otherwise?

                             MATT
                   Not much otherwise. Between our
                   business and the hospital, you know,
                   I've just trying to keep my head above
                   water. So listen, I see you have some
                   people staying in the cottage.

                             COUSIN HUGH
                   Oh, hey, Mattie, if I'd known you were
                   coming, I coulda --

                             MATT
                   No, no, no, I'm just wondering about
                   the guy you're renting to. I think his
                   name is Brian Speer.

                             COUSIN HUGH
                   Yeah, yeah, real determined son-of-a-
                   bitch. He's Lou's sister's... No,
                   wait. Lou has a sister, and the
                   sister's husband... Lou's brother-in-
                   law is cousins with that guy.

                              MATT
                   Huh?   Who's Lou?

                             COUSIN HUGH
                   No, wait. You mean the cottages on the
                   bay or the cottage back by the trail?

                              MATT
                   The bay.   The guy with the wife and two
                   boys.




                                                               (CONTINUED)
                                                                   85.
       The Descendants       PINK Shooting Draft   4/11/10 Draft
107   CONTINUED: (2)                                                  107

                          COUSIN HUGH
                Yeah, that's right. Determined son-of-
                a-bitch. Anyway, the point is the guy
                we're doing business with is that guy's
                brother-in-law. Works for him.

                          MATT
                Brian Speer.

                          COUSIN HUGH
                That's the guy.

                          MATT
                What do you mean, the guy we're doing
                business with?

                          COUSIN HUGH
                Who do you think? Don Holitzer.

                            MATT
                Holitzer.

                          COUSIN HUGH
                That's what I'm saying. That's Don's
                brother-in-law in the cottage. You
                don't know him? I would have thought
                you'd know him. He's a realtor over by
                you. So if we sell to Don -- and
                that's what we're going to do, right?
                That's what you want too. Nice guy,
                Don. He'll do right by us. Then when
                Don develops and re-sells and leases
                and all that --

                          MATT
                Yeah, yeah --

                          COUSIN HUGH
                He's letting this brother-in-law in the
                cottage handle the transactions. A lot
                of them, anyway. Big score for that
                guy.

      It takes a moment for this stone to drop to the bottom of
      Matt's well.

                          MATT
                What's he like?

                            COUSIN HUGH
                Who?



                                                             (CONTINUED)
                                                                  86.
       The Descendants      PINK Shooting Draft   4/11/10 Draft
107   CONTINUED: (3)                                                 107

                           MATT
                Brian Speer -- what else do you know
                about him?

                          COUSIN HUGH
                Not much. He's lucky. The bugga's
                lucky. His sister is married to the
                guy. Son-of-a-bitch is going to make a
                shitload of money on commissions.

                          MATT
                Not if we don't go with that bid.

      Cousin Hugh's eyes emerge momentarily from their drunken fog
      to give Matt a firm, steely warning.

                          COUSIN HUGH
                We all want Don. You do too, Matt.
                You've said as much.

                          MATT
                No, I know. You're right. Okay.
                Well. Good to see you, Hugh.

                           COUSIN HUGH
                You too.

                          MATT
                See you at the meeting.

                          COUSIN HUGH
                I'll be there.

      TRACK TO THE TABLE
      firmly on MATT'S FACE as he processes this horrifying news
      delivered so casually.

      AT THE TABLE --

      Matt takes a seat. Scottie and Sid eat fried appetizers.
      Alexandra just sits watching the musicians.

                          SID
                This place rocks.

                           SCOTTIE
                Totally.

                          ALEXANDRA
                We ordered you mahi.




                                                            (CONTINUED)
                                                                     87.
        The Descendants       PINK Shooting Draft   4/11/10 Draft
107   CONTINUED: (4)                                                    107

                             MATT
                     (low)
                 Great.

      The music grows more frenetic.

      Matt looks around the room, alienated from everything -- from
      the fried food and the tourists, from the umbrellas in the
      drinks, from his daughters enjoying the music and this cretin
      called Sid.

      Why can't a nuclear bomb blow the whole island up right now?

108   EXT. THE ROAD BY THE BAY - SUNSET                                 108

      The light is swiftly fading, and our heroes are little more
      than SILHOUETTES as they walk back to the hotel.

      Sid and Scottie talk and laugh together.      Alex walks with her
      father.

                           MATT
                 So, guess what. Turns out Brian Speer
                 is connected to Don Holitzer.

                           ALEXANDRA
                 Who's Don Holitzer?

                           MATT
                 The guy we're going to sell to. And
                 that woman today at the beach. That
                 was his wife.

                           ALEXANDRA
                 Whose wife?
                     (then --)
                 The hottie with the hat? You sure?
                     (off his nod)
                 So he's married. Nice. Why didn't you
                 say anything?

                           MATT
                 It's him I want to talk to, not her.       I
                 know where their cottage is.

                           ALEXANDRA
                 You do? So let's do it right now.
                 Let's go knock on his door.

                           MATT
                 That's what I'm saying.

      Alexandra quietly exults.

                                                                (CONTINUED)
                                                                        88.
         The Descendants          PINK Shooting Draft   4/11/10 Draft
108    CONTINUED:                                                          108

                               MATT (CONT'D)
                    Don't do that. Don't be excited.        This
                    isn't fun.

                              ALEXANDRA
                    Well, it's what we came here to do.

                              MATT
                    So you to talk to his wife while I talk
                    to him. And figure out some way to
                    distract Scottie and their kids.

                                ALEXANDRA
                    Got it.    Sid, come here!

A109   MOMENTS LATER --                                                   A109

       The team are gathered for a little huddle.

                              ALEXANDRA
                    Listen, Dad and I are going to go talk
                    to some friends while Sid takes you
                    back to the hotel, okay?

                              SCOTTIE
                    I want to come too.

                              SID
                    I don't. Who wants to sit around
                    talking in some house? Let's ditch
                    these losers and go watch some serious
                    TV.

                                 SCOTTIE
                    Yeah!

       As they walk away --

                              SID
                        (to Matt, low)
                    Give `em hell, boss.

109    EXT. HANALEI BAY COTTAGE - NIGHT                                    109

       Zero hour. Matt and Alexandra approach the cottage from the
       road and start to walk around it toward the beach.

                              ALEXANDRA
                    Are you ready?

                                 MATT
                    No.     What should I say?


                                                                   (CONTINUED)
                                                                           89.
       The Descendants           PINK Shooting Draft      4/11/10 Draft
109   CONTINUED:                                                              109

                             ALEXANDRA
                   You'll think of something.          You're a
                   lawyer.

                             MATT
                   I'm sorry for sucking you into this.           I
                   should be doing this alone. It's
                   selfish of me.

                             ALEXANDRA
                   I'm the one who sucked you in.          I'm the
                   one who knew.

      Just as they are round the house toward the lanai, Julie
      Speer backs out of the screen door with a plate of hamburger
      patties. Alex nudges Matt.

                             ALEXANDRA (CONT'D)
                   Don't be a pussy.

                             MATT
                       (stiffly)
                   Hi there!

      The screen door slams.       Julie looks over.

                             MATT (CONT'D)
                   It's the guy from the beach today.

                                JULIE
                   Oh, hello.

                             MATT
                   Yeah, hey, I'm such an idiot. I just
                   figured out I do know your husband.
                   My daughter and I were on our way back
                   to the hotel from dinner, and we
                   thought we'd drop by and say howdy.

                             ALEXANDRA
                       (mouthing)
                   Howdy?

                              JULIE
                   Great.   Come on up.

                             MATT
                   I'm Matt King.       This is Alexandra.

                             JULIE
                   I'm Julie Speer.      Yeah, I thought that
                   was you.
                             (MORE)

                                                                      (CONTINUED)
                                                                  90.
       The Descendants     PINK Shooting Draft    4/11/10 Draft
109   CONTINUED: (2)                                                 109
                          JULIE (CONT'D)
                You've been in the paper so much
                lately. I figured you had to know
                Brian. He's been pretty involved.

                          MATT
                Yeah, no, I know, yeah, super-involved.
                Maybe I've met him in passing. I don't
                know.

                          JULIE
                So, I guess you guys are deciding
                really soon. A couple of days, right --
                you and your family meet? I'm sorry.
                That's probably a conflict of interest
                or something.

                          MATT
                No, it's okay. You're right -- it'll
                all be over in a couple of days.

                          JULIE
                You guys want a burger?

                          MATT
                We just ate, thanks.

                          JULIE
                A drink then.

      As Alex and Matt agree, a figure appears at the screen door.
      BRIAN SPEER emerges, a bag of BUNS in one hand.

                          BRIAN SPEER
                Hi, I'm Brian.

                          MATT
                Brian, we may have met before. Matt
                King. My wife is Elizabeth King. I
                think you may have met her too. Our
                daughter Alexandra.

      Brian's big GRIN WILTS.

                          JULIE
                I was just going to get drinks.

                          BRIAN SPEER
                Good, good. Good.

      Matt nudges Alexandra, who suddenly remembers her duty.

                          ALEXANDRA
                Do you need help?

                                                            (CONTINUED)
                                                                   91.
       The Descendants       PINK Shooting Draft   4/11/10 Draft
109   CONTINUED: (3)                                                  109

                          JULIE
                    (over her shoulder)
                No, no, I got it.

      Alex is glad to keep her ringside seat for the moment.       All
      buckle their mental seatbelts.

                          MATT
                Elizabeth is dying. Oh, wait. Fuck
                you. And she's dying. We unhooked her
                from the machines this morning. She'll
                be dead in a few days.

                          ALEXANDRA
                We're not here to hurt you. We just
                thought she'd want you to know.

      As they've plotted, Alex and Matt study Brian's paralyzed
      face. They exchange a glance, then look back at him.

                          ALEXANDRA (CONT'D)
                This is him? Why would she go for him?

                            MATT
                Beats me.    Well, he's very articulate.

                          BRIAN SPEER
                I can't... I'm sorry. I never thought
                it would come to this.

                          ALEXANDRA
                You're sorry my mom's going to die?
                You're sorry you fucked her? You're
                sorry you fucked over my dad?

                          BRIAN SPEER
                I'm sorry for all of it.

                          MATT
                Look, pal, like she said, I'm not here
                to wreck your life. I just came to
                give you a chance to go to the
                hospital. I don't know how long you're
                planning on being here, but I'm sure
                you can think of an excuse to leave.

                          ALEXANDRA
                You must be good at that.

                          MATT
                You can be alone with her to say
                goodbye or whatever you want. Do you
                hear what I'm saying?

                                                             (CONTINUED)
                                                                  92.
       The Descendants      PINK Shooting Draft   4/11/10 Draft
109   CONTINUED: (4)                                                 109

      Brian seems deeply lost in his own thoughts.     Then --

                          BRIAN SPEER
                Okay, look, I can't have you here.     You
                understand.

      Julie returns with wine for Matt and a soda for Alex.

                          JULIE
                Here we go.
                    (noticing)
                Everyone's so serious. Please don't
                tell me you're talking about business.

                          ALEXANDRA
                We're talking about love.

                          JULIE
                That's nice. Brian, call the boys in
                for dinner.

                          BRIAN SPEER
                They're fine. Let them play a while
                longer.

      They all stand there a moment. Matt's unsure how to play
      this out. He shoots a quick panicked look at Alex, who
      scrambles to keep the ball rolling.

                          ALEXANDRA
                Awesome cottage you're renting.

                          MATT
                Yeah, say, prime Hanalei location. I
                used to come here as a kid before it
                was a vacation rental. Alex, your
                great-uncle Warren and Aunt Lillian
                built it back in the 20s. Haven't been
                inside in years.

                           JULIE
                Come on.   We'll give you a tour.

                          ALEXANDRA
                Or, Brian, maybe you could give my dad
                a little walk down memory lane, and
                Julie and I can chat out here.

                          MATT
                Yeah, I'd like that, if you don't mind.
                Just a quick look.



                                                             (CONTINUED)
                                                                     93.
        The Descendants       PINK Shooting Draft    4/11/10 Draft
109   CONTINUED: (5)                                                    109

                             BRIAN SPEER
                 Sure.    But it's not like I live here.

      Matt walks up to the door, making a point to let Brian open
      it for him.

110   INT. HANALEI BAY COTTAGE - NIGHT                                  110

      Brian sweeps his hand around the room.

                           BRIAN SPEER
                 Here it is.

                           MATT
                 How did you meet?    I'm curious.

      For a moment Brian looks tricked, as if Matt really did just
      want a tour of the house.

                           BRIAN SPEER
                 I can't do this.

                           MATT
                 Neither can I.    How did you meet?

                           BRIAN SPEER
                 I thought you said you came here just
                 to tell me.

                           MATT
                 I changed my mind. And I can't very
                 well ask her the details. How'd you
                 meet?

                           BRIAN SPEER
                 At a party.

                           MATT
                 What party?

                           BRIAN SPEER
                 Super Bowl party.

                           MATT
                     (figuring it out)
                 At the Mitchells'.

                           BRIAN SPEER
                 Does that help? Does that make it
                 better?




                                                               (CONTINUED)
                                                                    94.
       The Descendants        PINK Shooting Draft   4/11/10 Draft
110   CONTINUED:                                                       110

                             MATT
                   Hey, I'm doing you a favor here. I
                   could go out there right now and fuck
                   you up, so get a better attitude. Then
                   what? How'd you get the nerve to ask
                   her out?

      Brian drops his head, rubs his temples.

                             MATT (CONT'D)
                   I want to know what makes a person
                   cross that line. Was it about the
                   deal? Is that when you decided she was
                   for you?

                             BRIAN SPEER
                   No, no. It's not what you think.     It
                   just happened.

                             MATT
                   Nothing just happens.

                             BRIAN SPEER
                   Everything just happens.

                             MATT
                   Was she going to leave me?

                             BRIAN SPEER
                   She would have. But I, I, uh... I
                   didn't want that. That wouldn't have
                   happened. I love Julie.
                       (anguished)
                   Please don't tell her. Please. I
                   don't know what I've done. I'm sorry.

                             MATT
                   Did she say she loved you?

      Brian nods slightly.

                             MATT (CONT'D)
                   Do you love her?

      Brian looks down.

                             MATT (CONT'D)
                   You don't love her. You don't love
                   her. You just used her to get to me.

                             BRIAN SPEER
                   No, I told you. I wasn't trying to get
                   to you.
                             (MORE)
                                                              (CONTINUED)
                                                                  95.
        The Descendants     PINK Shooting Draft   4/11/10 Draft
110   CONTINUED: (2)                                                 110
                           BRIAN SPEER (CONT'D)
                 It was an affair, an attraction. Sex.
                 And she got sort of... carried away
                 with the whole thing, and I guess I
                 went with it. I mean, I didn't exactly
                 say no to things. I should have. I
                 love my family.

                           MATT
                 Then I guess it's all working out. Her
                 lips are sealed, and you don't have to
                 go through the trouble of dumping her.

                           BRIAN SPEER
                 Hey, hey, that's really unfair. I had -
                 - have -- a lot of respect for her.
                 She's a wonderful woman.

                           MATT
                 Too bad her husband found out. You
                 can't win `em all. One more question.
                 Have you ever been inside my bedroom?

                           BRIAN SPEER
                     (tortured)
                 Once.



                           MATT
                 You could have had the decency to lie
                 about that one. Well, she's in Queen's
                 Hospital if you want to say goodbye.
                 That really is all I came to say.

                           BRIAN SPEER
                 Shouldn't you be with her?

      Matt's face slackens into overwhelming sadness.

111   EXT. HANALEI BAY COTTAGE - NIGHT                               111

      Matt swings the screen door open. Alex sits with Julie.
      Skylar and Colt are still running around the yard.

                           MATT
                 Yeah, great, all remodeled, new
                 appliances. Nice. Alex, we should be
                 getting back.

                           JULIE
                 Well, hey, thanks for stopping by.
                 Really nice to meet you both. Maybe
                 we'll see you at the beach tomorrow.

                                                            (CONTINUED)
                                                                    96.
        The Descendants       PINK Shooting Draft   4/11/10 Draft
111   CONTINUED:                                                       111

                             ALEXANDRA
                   Yeah, maybe.

      After Alex and Julie share a quick kiss goodbye -- a common
      custom in Hawaii -- Julie turns to Matt.

      Matt leans in, but instead of going for her cheek, he kisses
      her FULLY ON THE LIPS.

      He pulls away, and they exchange a brief, vaguely erotic
      look. Then he turns away and into the night.

112   INT. AIRPLANE - NIGHT                                            112

      The plane is dark except for overhead READING LIGHTS. Again
      Matt, Sid and the girls sit at the very BACK OF THE PLANE.

                             ALEXANDRA
                   So when do you think he'll show up?

                             MATT
                   I have no idea.

      Sid leans forward from the middle seat.

                             SID
                   Was he sorry? I hope he was sorry,
                   man. You could have told his wife, and
                   you didn't. I hope he knows how lucky
                   he is. I would have told her
                   everything. She deserves to know. Or
                   else she's going to be a dumb bitch the
                   rest of her life.

                             ALEXANDRA
                   Sid.

                             SID
                   I'm just saying.

                             MATT
                   No need to get creepy. Anyway, doesn't
                   matter. That's all behind us.

                             ALEXANDRA
                   Yeah, the one we have to worry about
                   telling things to now is Scottie.

                             MATT
                   I've asked Dr. Johnston to help us
                   break the news tomorrow.



                                                              (CONTINUED)
                                                                    97.
        The Descendants       PINK Shooting Draft   4/11/10 Draft
112   CONTINUED:                                                       112

      They turn to look at little Scottie, dead to the world in the
      window seat.

113   INT. HOSPICE HALLWAY - DAY                                       113

      Matt and the kids walk slowly through this different, calmer
      wing of the hospital looking for the right room-number.

      Finally they find it and push open the door into --

114   INT. HOSPICE ROOM - CONTINUOUS                                   114

      While still a hospital room, there is no medical equipment
      present. Bucolic colorful paintings on the wall are intended
      to be uplifting. But unlike the expansive view outside
      Elizabeth's ICU window, here the window looks out partially
      at a CINDER-BLOCK WALL.

      Sid and the Kings are greeted by DR. JOHNSTON and grief
      counselor DR. HERMAN, who affects a comforting smile.

                             DR. JOHNSTON
                   Hello, everyone. Matt.
                       (off their greetings)
                   This is Dr. Herman, whom I told you
                   about. She works with us in
                   counseling.

                             DR. HERMAN
                       (locking eyes with all)
                   Hello, everyone. Hello. Hi.      Hello.

      The two professionals allow the Kings to turn their attention
      to Elizabeth, who now lies with no machines at all. Around
      her BALLOONS droop, FLOWERS wilt, get-well CARDS lie in a
      pile. Elizabeth too is wilting and drooping. Her skin is
      pasty, and her cheeks are hollow.

                             SCOTTIE
                   How come Mom isn't on any more
                   machines? Is she getting better?

      The adults exchange glances.     Dr. Herman approaches Scottie.

                             DR. HERMAN
                   You must be Scottie.
                       (off her nod --)
                   Scottie, I have a present for you.

      Dr. Herman hands her a little squeaky RUBBER OCTOPUS she
      pulls from her pocket.



                                                              (CONTINUED)
                                                                       98.
       The Descendants           PINK Shooting Draft   4/11/10 Draft
114   CONTINUED:                                                          114

                              DR. HERMAN (CONT'D)
                   That's right. It's an octopus. Such a
                   funny creature with its eight legs.
                   But did you know octopi are actually
                   extremely intelligent, like dogs and
                   cats? They have unique personalities,
                   and just like us they have a lot of
                   defense mechanisms. I'm sure you know
                   about the ink sac. She uses ink to
                   confuse her predators. She can
                   camouflage herself. She can emit
                   poison, and some can mimic more
                   dangerous creatures, like the eel. I
                   keep her to remind me of our defense
                   mechanisms -- our ink, our camouflage,
                   our poison, all the things we use to
                   keep away hurt. The reason Dr.
                   Johnston invited me here today is to
                   meet you, Scottie. I've heard a lot
                   about you.

                                SCOTTIE
                   Like what?

                             DR. HERMAN
                   I've heard that you're a wonderful and
                   unique and spirited girl.

      Dr. Herman shoots a look at Matt before continuing.

                             DR. HERMAN (CONT'D)
                   And I've heard your mom's not doing too
                   well and that she's going to die very
                   soon.

      All watch Scottie react to this news.

                             SCOTTIE
                   Dad, is that true?

                             MATT
                   Yes, Scottie. It's true.

                             DR. HERMAN
                   You're going to have to be a very brave
                   girl right now, and you're surrounded
                   by people who love you. I came to meet
                   you and tell you that if you ever want
                   to talk about what you're feeling, I
                   would like to talk to you too. I can
                   help you face what's going on without
                   all the silly defense mechanisms that
                   work for an octopus but not for us.

                                                                 (CONTINUED)
                                                                    99.
       The Descendants        PINK Shooting Draft   4/11/10 Draft
114   CONTINUED: (2)                                                   114

                            DR. JOHNSTON
                Okay.    Thank you, Dr. Herman.

      Dr. Herman looks at everyone with great sincerity before
      leaving. Scottie is left holding the octopus. She drops it,
      and it squeaks a little.

                          ALEXANDRA
                What the fuck was that?

                          DR. JOHNSTON
                Yes, well, they say she's very good one-
                on-one.

                          SCOTTIE
                So Mom's going to die for sure?

                          DR. JOHNSTON
                Yes. We worked really hard with her,
                but three other doctors and I agree
                she's in what we call an irreversible
                coma. Do you know what that means?

                          SCOTTIE
                It means she doesn't have a brain
                anymore.

                          DR. JOHNSTON
                Not exactly, but... yes, that's the
                general idea. So we're doing exactly
                what she wanted us to do if that ever
                happened. That's why she's not
                attached to the machines anymore.

                          ALEXANDRA
                It's for the best, Scottie. Look at
                her. She's not happy like this.

                          DR. JOHNSTON
                The purpose of medicine is to heal, and
                we can't do that now.

                          MATT
                Do you understand?

                             SCOTTIE
                Yes.     What will we do with her body?

      Dr. Johnston looks to Matt for this one.




                                                              (CONTINUED)
                                                                    100.
       The Descendants        PINK Shooting Draft   4/11/10 Draft
114   CONTINUED: (3)                                                    114

                           MATT
                 First Mom's going to give some of her
                 organs to other sick people, so she can
                 help save their lives. That's a really
                 neat thing she's doing. Then we're
                 going to... we're going to scatter her
                 ashes in the ocean. You know how Mom
                 always loved the ocean.

                              SCOTTIE
                 Her ashes?

      Scottie looks at her mother, picturing her as ashes.

                           SCOTTIE (CONT'D)
                 When will she die?

                           DR. JOHNSTON
                 Any day now, I'm afraid.       But you still
                 have some time.

                            DR. JOHNSTON (CONT'D)
                 Well. Let me know if you have any more
                 questions.

                           MATT
                 Thanks, Sam.

      The doctor leaves, and the room is quiet.        Scottie is in a
      sort of trance.

                           ALEXANDRA
                 Come here, Scottie.

      Scottie goes to her sister, who takes her in her arms.

                           SCOTTIE
                 Do eyeballs burn?

                            SID
                 Hey, Scottie.     Don't think about stuff
                 like that.

115   INT. HOSPICE ROOM - THE NEXT DAY                                   115

      Matt and the kids sit in a sort of vigil. Alex and Scottie
      read books, Matt has brought some paperwork, Sid reads a
      magazine.

      Elizabeth emits a SIGH.      All look up a moment before looking
      back down.



                                                                (CONTINUED)
                                                                         101.
      The Descendants        PINK Shooting Draft    4/11/10 Draft
115   CONTINUED:                                                             115

      Matt's PHONE VIBRATES.    Checking the caller ID -- HUGH KING --
      he opts not to answer.

      The door opens, and Elizabeth's brother BARRY THORSON
      accompanies his parents Scott and Alice into the room.

                             SCOTT THORSON
                   Here we are.
                       (to Scottie)
                   Hi, Bingo. Alex.

      Cheerful Alice doesn't really get what's going on.            An
      emotional Barry hugs Matt and the girls.

                             SCOTT THORSON (CONT'D)
                       (eyeing Sid)
                   There you are again.

      Matt and Alex maneuver seats for the Thorsons to sit near the
      bed. Barry gets his mother situated, then takes a seat
      himself.

      Remaining on his feet, old Scott surveys his daughter from a
      distance.

                             SCOTT THORSON (CONT'D)
                   So what did you decide?

                             MATT
                   There's not much left to decide. We're
                   just sort of playing it by ear and
                   making sure she's comfortable.

                             SCOTT THORSON
                   I mean what did you decide about the
                   buyer? Who's your buyer?

      Even Sid and his daughters perk up at this question.           Matt is
      taken aback.

                             SCOTT THORSON (CONT'D)
                   How much are you getting?

                             BARRY THORSON
                   Dad, I'm sure you'll be able to read
                   about it in the paper.

                             SCOTT THORSON
                   I don't need to read about it.     I can
                   hear about it right now.




                                                                (CONTINUED)
                                                                102.
      The Descendants     PINK Shooting Draft   4/11/10 Draft
115   CONTINUED: (2)                                                115

                          MATT
                Scott, let's not talk about that here.
                It's not the time for that.

                          SCOTT THORSON
                All the same to you, I guess. A
                million here, a million there. Just
                ironic, that's all -- Elizabeth coming
                into this misfortune just as you're
                coming into a fortune. She gave you
                everything, Matt. A good, happy home,
                two beautiful daughters.

      Matt looks to Barry for help, but Barry's silence and
      sheepish look imply he buys into his father's propaganda.

                          MATT
                Scott, what's your point?

                          SCOTT THORSON
                She wanted her own boat. She should
                have had her own boat, one she would
                have been familiar with.

                          MATT
                She wasn't even driving! Her boat,
                someone else's boat -- it wouldn't have
                made any difference. You're not going
                to blame me for this.

                          SCOTT THORSON
                Sure, sure, quibble about the details.
                She was a faithful, devoted wife. She
                deserved more.

      Why fight it?

                          MATT
                You're right. She deserved more.

                          SID
                For Christ's sake, take it easy on the
                man.

      Scott turns to Sid like he's about to pop him again.

                          ALEXANDRA
                My father has been doing a really
                amazing job under the circumstances.

      His point made, Scott looks at Matt and the girls and
      shuffles to Elizabeth's bedside, puts his hands on Alice's
      shoulder.

                                                            (CONTINUED)
                                                                    103.
       The Descendants        PINK Shooting Draft   4/11/10 Draft
115   CONTINUED: (3)                                                    115

                           ALICE
                 Are we ready to go?

                             BARRY THORSON
                 No, Mom.    Not yet.

                           MATT
                     (gesturing toward the door)
                 Girls, Sid.

      Matt, Sid and the girls quietly go into --

116   INT. HOSPICE HALLWAY - CONTINUOUS                                  116

      -- where they take a few steps away.

                            SID
                 Man, that guy's a prick.       Was he always
                 like that?

                              MATT
                 Yep.

      Scottie has stayed behind to peek through a crack in the
      door. Noticing, the others join her.

      THROUGH THE DOOR --

      As Barry and Alice remain seated, their backs to us, Scott
      stands above his daughter, touching her arm, eyes closed.

                           SID
                 Is he praying?

                              MATT
                 No.

                           SCOTT THORSON
                     (opening his eyes)
                 Say goodbye to Elizabeth, Alice.

                              ALICE
                 Oh.     Goodbye, Elizabeth.

      The old man puts his hand over his mouth and squeezes his
      eyes shut. Then he opens his eyes and places a hand on her
      forehead, smooths her hair back.

      WIDE --

      Matt and his daughters watch without moving.

                                                          DISSOLVE TO:
                                                                  104.
       The Descendants      PINK Shooting Draft   4/11/10 Draft



117   INT. KING HOUSE - MATT'S STUDY - NIGHT                             117

      Matt sits at his desk lost in thought. The only sound is the
      tick-tock of an old clock reading 3:20. Then he gets up and
      starts pacing, shooting occasional glances at the BLUEPRINTS
      and RENDERINGS atop his desk.

                                                        DISSOLVE TO:

118   EXT. HIGHWAY OUTSIDE KING FAMILY SHARED PROPERTY - DAY             118

      Matt turns off the highway and into a long driveway.

119   INT. KING FAMILY SHARED PROPERTY HOUSE - DAY                       119

      Matt opens all front doors and lanai doors, letting air into
      the old place. He notices old PHOTOS OF KING ANCESTORS.

120   EXT. KING FAMILY SHARED PROPERTY - DAY                             120

      Matt walks around the property alone, taking it in and
      thinking. Like everywhere in Hawai'i, the nature here is
      powerful -- TREES, BIRDS, SPIDERWEBS.

121   EXT. KING FAMILY SHARED PROPERTY HOUSE - DAY                       121

      Matt plops heavily into a chair on the lanai.

      WIDER --
      Matt alone.

                                                     DISSOLVE TO --

122   EXT. KING FAMILY SHARED PROPERTY HOUSE - LATER                     122

      It's the same angle but now with FORTY KING COUSINS gathered
      for the poll. We recognize some faces.

      CLOSER --

      Amid drinks held aloft, a CALABASH is passed among the
      cousins into which the each places a folded BALLOT.

      Matt sits watching the proceedings with Cousin Hugh, Cousin
      Six and another ELDERLY COUSIN at a table piled with papers
      and contracts.

                            MATT
                  Elizabeth's not doing well.

                            COUSIN HUGH
                  She'll be okay. She's a fighter.


                                                              (CONTINUED)
                                                                   105.
      The Descendants        PINK Shooting Draft   4/11/10 Draft
122   CONTINUED:                                                       122

                             MATT
                   No. She's dying.    We took her off the
                   machines.

      LATER --

      Matt, Hugh and Six FINISH THE COUNT while others mill about,
      mingle, drink -- an early celebration for all except for a
      group of DISSENTERS off to one side.

                             COUSIN HUGH
                   Well, no surprise. Other than the
                   holdouts who don't want to sell at all,
                   it's Don Holitzer. Chicago group a
                   distant second. Feels good.
                   We're doing the right thing, Mattie.
                   At least there ain't going to be any
                   Wal-Mart. Now it's your call, and
                   we're all behind you, most of us
                   anyway.
                       (handing him a pen)
                   Go ahead, Captain. Make it official.

                             MATT
                   It's strange, that's all.

                             COUSIN HUGH
                   What's strange?

                             MATT
                   We didn't do anything to own that land.
                   It was entrusted to us. And now we're
                   just...

      Hugh and Six exchange a concerned look.      For a moment we go
      VERY CLOSE on Matt's eyes. Then --

                             MATT (CONT'D)
                   I can't do it. I won't do it.     I'm not
                   going to sign.

                             COUSIN HUGH
                   What're you doing, Matt? I mean, we
                   know you have a lot on your plate right
                   now, but you're not going to fuck this
                   up for us. It's over. If we don't
                   sell now, it'll be a mess when the
                   trust dissolves. Just sign, go to your
                   wife, done.




                                                               (CONTINUED)
                                                                    105A.
      The Descendants      PINK Shooting Draft   4/11/10 Draft
122   CONTINUED: (2)                                                     122

                            COUSIN   SIX
                  It's inevitable,   Matt. You know that.
                  We'll get out of   debt -- the taxes and
                  maintenance have   been leaching us for
                  far too long.




                                                                 (CONTINUED)
                                                                106.
      The Descendants     PINK Shooting Draft   4/11/10 Draft
122   CONTINUED: (3)                                                122

                          MATT
                I don't want it to go to Holitzer. I
                don't want it to go to anyone. I want
                to keep it.

                          COUSIN SIX
                For Christ's sake. We can't move
                without your approval. And we don't
                want to.

      Hugh tries forcing Matt's hand.   Matt resists.

                          COUSIN HUGH
                Your head's not right, Mattie. Your
                head's not right. You want a couple
                days to think it over? Take a couple
                days.

                          MATT
                I don't need a couple days. I have the
                authority, and this is what I want. I
                haven't wanted something in a long
                time. We have other businesses we're
                converting to corporations. We can
                figure it out.

                          COUSIN SIX
                But it's utterly unproductive land. It
                doesn't generate enough income to pay
                the goddamn taxes.

                          COUSIN HUGH
                You're the trustee. You know better
                than anyone we only have seven years
                left.

                          MATT
                Then I have seven years to figure out
                how to keep it.

      Cousin Hugh draws a long breath, looks up at the sky, then
      back at Matt.

                          COUSIN HUGH
                We'll come after you. Just because
                you're a lawyer doesn't mean the rest
                of us would be afraid to come after
                you. But nobody wants to do that.
                We're family.




                                                            (CONTINUED)
                                                                  107.
       The Descendants      PINK Shooting Draft   4/11/10 Draft
122   CONTINUED: (4)                                                  122

                           MATT
                 People will be relieved, Hugh, the
                 whole state. I sign that document,
                 it's over. End of the line. Something
                 that was ours to protect will be gone.
                 Even though we're haole as shit and go
                 to private schools and clubs and can't
                 even speak pidgin, let alone Hawaiian,
                 we still carry Hawaiian blood, and
                 we're still tied to this land. And our
                 children are tied to this land. It's a
                 miracle that for whatever bullshit
                 reason 150 years ago, we own this much
                 of... paradise, but we do. And for
                 whatever bullshit reason now, I'm the
                 trustee. And I'm not signing. And if
                 you sue me, it'll only make us closer.

      Cousin Hugh releases a long breath more like a belch, quickly
      picks his nose, exchanges a look with Cousin Six. Then he
      brings his fingers to his mouth to WHISTLE.

                           COUSIN HUGH
                 All right, everybody, listen up.
                 Cousin Mattie has an announcement.     Get
                 ready.

      Rising to his feet, Matt scans the faces of his relatives.

123   INT. HOSPITAL ROOM - DAY                                          123

      From the way Matt, Sid and the girls are positioned around
      the room, we can tell their presence there is now way of
      life. Scottie snoozes on the little sofa. We may notice
      that Elizabeth is even more shrunken.

      A KNOCK is followed by --

      A VASE OF FLOWERS
      appearing in the doorway, topped by blonde hair and held by
      thin bronzed arms. It's JULIE SPEER.

                            MATT
                 Julie.   What are you doing here?

      He rises to help her find a spot to put the flowers.        She
      nods to the girls.

                           JULIE
                 I know we just met, but I was thinking
                 about you guys these past few days, and
                 I knew your mom was here. I don't
                 know. I just felt I should stop by.

                                                              (CONTINUED)
                                                                   108.
      The Descendants        PINK Shooting Draft   4/11/10 Draft
123   CONTINUED:                                                       123

                             MATT
                   You remember Alex. This is Scottie.
                   Sid. This is Mrs. Speer.

                             JULIE
                   Julie.

                             SCOTTIE
                   Were you friends with my mom?

                              JULIE
                   No, we never met.   But I know a lot
                   about her.

      As they now do often, Matt and Alex exchange a look.

                             MATT
                   Well, we appreciate your coming by.
                   The flowers are lovely.

                              SID
                       (heading to the door)
                   Scottie, Alex. Let's go to the
                   cafeteria.

      The girls follow Sid's prompt, leaving Matt alone with Julie,
      standing, a dying woman between them.

                             MATT
                   I, uh, I'm not sure how much you know
                   about my wife's condition, but she's
                   going to die very soon. Any minute,
                   really. That's sort of why we're all
                   here.

                             JULIE
                   I know. That's why I came. Because I
                   know. I came because my husband
                   wouldn't. And that just didn't seem
                   right. I thought someone from my
                   family should come.

      Wow.

                             MATT
                   I'm sorry I came to your house like
                   that. Just barged in on you.

                             JULIE
                   It's all right. I assume you're angry.
                   Of course you are. I'm angry too.



                                                               (CONTINUED)
                                                                109.
      The Descendants     PINK Shooting Draft   4/11/10 Draft
123   CONTINUED: (2)                                                123

                          MATT
                So he told you, huh?

                          JULIE
                After you left that night, he was
                acting really weird. Then I started
                smelling it all over him. I'd already
                smelled it.

                          MATT
                You're a woman.

                          JULIE
                I finally got it out of him. We've
                been going crazy ever since. Not easy
                with the kids around. It's all
                something I never could have imagined.
                And then your family's decision about
                the land. I think you're doing the
                right thing, but Brian is -- well, it's
                all so complicated and confusing.

                          MATT
                I know.

                          JULIE
                Brian told me everything. Well, how
                can I ever know it's everything? When
                did you find out? Have you known for a
                while?

                          MATT
                Just a few days ago.

                          JULIE
                I'm angry, but I'm just so sorry.    I
                can't imagine what you're going
                through. Do you mind if I say
                something to her?

      Matt is unsure but what else can he do?   Julie approaches the
      bed.

                          JULIE (CONT'D)
                Elizabeth, I'm Julie. Brian's wife. I
                just want to say I forgive you. I
                forgive you for trying to take Brian.
                I forgive you for almost destroying my
                family. I have to forgive you. Even
                though I want to hate you.




                                                            (CONTINUED)
                                                                 110.
       The Descendants     PINK Shooting Draft   4/11/10 Draft
123   CONTINUED: (3)                                                 123

                          MATT
                 Okay. All right. That's enough,
                 Julie. I think... I think that's
                 enough.

      Matt walks to the door and opens it. Alex and Sid -- who've
      clearly had their ears against the door -- scamper away,
      unnoticed by Matt and Julie.

                           MATT (CONT'D)
                 He didn't love her. Just so you know.
                 He didn't really love her.

                           JULIE
                 That's why I'm here.

      Julie heads to the door. At the door, she looks at Matt.
      Matt looks at her. She leaves.

      Matt is left alone with his wife, and he realizes suddenly
      that this is his moment.

      He walks to the bed, takes her hand, rubs his palm over her
      hair. He says something to her as though silently praying,
      then realizes he should say it aloud.

      He presses his lips to hers and puts his hand on her stomach.

                           MATT
                 Goodbye, Elizabeth. Goodbye, my love,
                 my friend, my pain, my joy. Goodbye.
                 Goodbye. Goodbye.

124   INT. HOSPICE HALLWAY - DAY                                     124

      The door to Elizabeth's room opens, and Alexandra emerges, a
      far-away sadness on her face. She walks slowly toward --

      A NEARBY WAITING AREA

      -- where Matt sits with Scottie and Sid. Matt and Sid rise
      to comfort her, but she's not in the mood. She allows them
      each to hug her briefly before turning to Scottie.

      Signaling to Matt to let her do this, Alex escorts a fearful
      Scottie toward Elizabeth's room, and, reassuring her, guides
      her little sister inside.

      Matt and Sid are left alone.

125   EXT. MONTAGE - DAY                                             125

      To be determined.
                                                                   111-
       The Descendants       PINK Shooting Draft   4/11/10 Draft
                                                                   112.

126   EXT. THE OCEAN - DAY                                                126

      PADDLES
      in the water.

      A BOX ENCIRCLED BY LEIS
      sits tied to the seat of a small outrigger CANOE.

      MATT AND THE GIRLS
      navigate the canoe through the surf.

                           SCOTTIE
                 How far do we have to go?

                           MATT
                 Not that far. Just past the break.

                           ALEXANDRA
                 Steer straighter, Dad.     And a little
                 faster, okay?

                           MATT
                 I'm trying.

127   LATER --                                                            127




                                                               (CONTINUED)
                                                                     113.
      The Descendants        PINK Shooting Draft     4/11/10 Draft
127   CONTINUED:                                                         127

      Matt and the girls simply FLOAT, glancing from time to time              *
      at the urn in Scottie's lap. In the distance loom the hotels             *
      and high-rises of Waikiki.                                               *

                             MATT                                              *
                   Well, here we are, just the four of us.                     *
                   For the last time.                                          *
                       (then --)                                               *
                   Alex, why don't you start? Scottie,                         *
                   hand her the box.                                           *

      Scottie does so. Alexandra takes the box reverently -- she               *
      wants to perform this sad, strange ceremony without messing              *
      up.                                                                      *

      She opens the box and pulls out a scoop of ashes, which                  *
      Scottie looks at unblinking. Alex looks to Matt, who gives               *
      her the go-ahead, and without further ceremony pours them                *
      into the sea.                                                            *

      THE ASHES                                                                *
      fall densely in one spot, then slowly darken the water and               *
      disappear.                                                               *

      Alex looks down, struck by the weirdness of it all, before               *
      glancing up at Matt.                                                     *

                             MATT (CONT'D)                                     *
                   Scottie, you're next. Go ahead, it's                        *
                   okay.                                                       *

      Alex passes the box and scooper to Scottie.                              *

                             SCOTTIE                                           *
                   What should I say?                                          *

                             ALEXANDRA                                         *
                   Just say goodbye.                                           *

      Scottie looks at Alex and scoops out a pile, holds them at               *
      eye-level, and pauses.                                                   *

                             MATT                                              *
                   Come on, Scottie.    It's okay.                             *

                             SCOTTIE                                           *
                       (finally)                                               *
                   Bye, Mom.                                                   *

      A sad Scottie pours her scoop into the water.         All look down      *
      as the ashes descend.                                                    *



                                                                 (CONTINUED)
                                                                      113A.
      The Descendants      PINK Shooting Draft     4/11/10 Draft
127   CONTINUED: (2)                                                       127

                            MATT                                                 *
                  All right, Scottie, here.      Pass that to                    *
                  me. Good job.                                                  *

      Now Matt takes his turn. He looks directly inside the urn at               *
      the ashes that were once his wife.                                         *

      ANGLE ON THE ASHES -- HIS POV                                              *

      A complex series of emotions passes over his face -- love,                 *
      grief, disappointment, resignation.                                        *

      Without further ceremony he upends the BOX over the water and              *
      pours the rest of Elizabeth into the ocean.                                *

      All three take a long look as the mass of ashes disappears.                *
      Matt takes off his LEI and places it into the water. The                   *
      girls follow suit.                                                         *

      WIDE ANGLE of the boat floating as the leis float away.                    *

128   INT. KING HOUSE - NIGHT                                              128

      Scottie lies on a sofa watching television, draped with the
      QUILT that lay atop her mother's hospital bed. Matt comes
      over with TWO DISHES, hands one to her.

                            MATT
                  One scoop strawberry, one scoop mocha
                  chip.

                            SCOTTIE
                  Great.

      Matt gets under the quilt with her. Moments later Alexandra
      wanders in, notices what they're watching, sits next to Matt,
      pulls the quilt over her legs.

                            ALEXANDRA
                  Can I have some?




                                                                   (CONTINUED)
                                                                114.
      The Descendants     PINK Shooting Draft   4/11/10 Draft
128   CONTINUED:                                                    128

      His eyes not leaving the TV, Matt hands Alex his ice cream.
      As they sit there on the sofa, the CREDITS roll quietly over
      them.



                          THE END