THE ROOMMATE




                                   Written by

                                  Sonny Mallhi



                                  Revision by

                                 Frank Baldwin




                                                      April 9, 2009 

                         

          INT. COLLEGE DORM ROOM - DAY

          Sunlight pours through the window of an empty, silent dorm
          room. The room seems alive, somehow. As if it's waiting
          patiently for this year's kids.
          A long beat. The room darkens for an instant. Just the sun,
          right, dipping behind a cloud? Maybe.

          INT. DORM HALLWAY - DAY

          OVER CREDITS, we PAN DOWN a hallway full of COLLEGE KIDS.
          They carry boxes, stereo speakers, stand around chatting.

          EXT. SIDEWALK - DAY

          SARA MATTHEWS, 18, gets out of a taxi in front of a dorm.
          She's pretty, with optimistic eyes and brown hair cut just
          above her shoulders. She's dressed casually, but still chic.
          No parents.
          She carries a backpack on one shoulder, a duffle bag on the
          other, and a huge suitcase in her hand. And she's staring
          through the building's window at...
          Newly-minted COLLEGE STUDENTS milling about inside. Their
          parents in tow, pride and sadness mingled in their faces.

          INT. DORM LOBBY - DAY

          Sara walks to the registration table. A RESIDENT ASSISTANT
          smiles up at her.

                         SARA
          Hi. Sara Matthews.
          She looks her up in the computer. She plays with a simple
          silver chain around her neck.

          R.A.
          Des Moines, Iowa. Wow. Flyover
          country.
          She says it nicely, but it still stings. Sara smiles gamely.

          R.A.
          You're in room three-sixteen.
          Welcome.
          She hands Sara a room key. She fingers it, smiling.

                         

                         

                         

                         

          2.

          INT. DORM HALLWAY - DAY

          ELEVATOR DOORS OPEN ON Sara as she...
          Pushes an ancient, flat-bed cart out of the elevator and down
          the hall, struggling to control its wobbly wheels. She bumps
          into other carts, but everyone just laughs it off.
          Sara stops in front of Room 316.

          INT. DORM DOORWAY - DAY

          She opens the door and looks in on:
          A run-of-the-mill freshman dorm room. Tiny; bathroom down the
          hall; twin beds. Heaven.
          Sara steps in. She looks at the two empty beds. Big choice
          here. She drops her stuff on the bed by the window.
          She sits down on it. A beat. I'm really here.
          First things first -- Sara takes a framed picture out of her
          duffle bag and sets it on the dresser. It's a picture of a
          YOUNG GIRL, maybe ten. She looks a little like Sara.
          Sara hauls a white, Styrofoam DESIGN MANNEQUIN off the cart.
          It's full of pin and chalk marks. She sets it by her bed.

                         SARA
          Told you we'd make it.
          She steps back to the doorway. As she hauls her suitcase off
          the cart... BOOM! Another cart slams into hers. A box tumbles
          off the other cart.

                         GIRL
          Sorry! Bad driver.
          Sara kneels to help the other girl -- cute, frizzy hair --
          clean up the mess. A slew of clothes lie on the carpet. And
          peeking out from under them... a bottle of vodka. The girl
          smiles sheepishly.

                         GIRL
          In case of emergency.

                         (BEAT)
          I'm Tracy.

                         SARA
          Sara.

                         

                         

                         

                         

          3.
          Balancing boxes, they manage to shake hands.

          EXT. CAMPUS QUAD - DAY

          A gorgeous fall day. Sara strolls across the quad, taking it
          all in. Kids tossing frisbees... hacky-sacking... sunning on
          the grass. Music pours out of speakers mounted in dorm
          windows.

          EXT. CAMPUS COFFEE SHOP - DAY

          Sara's cell phone buzzes. She answers it.

                         SARA
          Hey. Yeah, it's amazing here. I met
          this really cool biker? He's taking
          me to Mexico this weekend.

                         (BEAT)
          Hello?

                         (BEAT)
          Hi, Mom. Just tell him I'm kidding.
          Sara stops in front of the campus coffee shop. She eyes a
          work/study ad on the wall.

                         SARA
          Everything's great.

                         (BEAT)
          No, she's not here yet so I got to
          choose my side of the room.
          She tears a tab off the flyer.

          EXT. COLLEGE DORM - NIGHT

          Establishing shot of Carnegie, a solid red-brick dorm.

          INT. SARA'S ROOM - NIGHT

          Sara's half-settled in now. The wall beside her bed is
          peppered with fashion pages ripped out of Vogue and In Style.
          She sits in a lounge chair, paging through a Vanity Fair
          photo shoot. She spots a cool outfit and tears out the page.
          A KNOCK ON THE DOOR. Sara walks over. She opens it
          expectantly to see...

                         

                         

                         

                         

          4.
          Tracy, Tracy's roommate KIM, and two other HALLMATES. All
          dressed to party.

                         TRACY
          Psi U.'s throwing a bash. Let's go.

                         SARA
          Psi U.?

                         TRACY
          They're a frat. Beer... guys...

                         SARA
          I don't know... I might just hang
          and wait for my roommate.
          Groans all around. "Come on"... "Lame-O"... Sara bites her
          lip, considering. She smiles.

                         SARA
          Alright. Just let me change.
          The girls cheer.

          EXT. PSI U. FRATERNITY HOUSE - NIGHT

           Establishing shot of a proud frat house. Students piled on a
           giant porch and there's a long line going up the steps to the
          front door. Music blasts out of the windows.

          INT. PSI U. FRAT HOUSE - NIGHT

          Sara, Tracy, Kim and the others from the floor are at the
          head of the line, stepping into the house. They're met by a

          FRAT BOUNCER.

                         BOUNCER
          (motions to a crowded keg)
          If you want beer, I'll need ID's.

                         TRACY
          For a frat party?! Seriously?
          He holds up a handful of ugly lime-green wristbands. Kim
          steps around him.

                         KIM
          I don't drink anyway.
          Tracy looks at her, mouth agape.

                         

                         

                         

                         

          5.

                         BOUNCER
          There's punch and non-alcoholic
          beer over there...
          He points to a table with a giant bowl and cups. No one is
          around it.
          Tracy tries to flirt with the bouncer.

                         TRACY
          Come on, just us. We won't tell.
          The bouncer is tempted but not budging.

                         BOUNCER
          Honestly, I'm just a pledge.
          They'll kick me out.
          She stomps by him.

                         TRACY
          Wuss.
          Defeated, Tracy walks over to the table. Turns back to Sara.

                         TRACY
          You want something to drink?

                         SARA
          What's the point?
          Tracy huffs as Sara walks into A SEA OF KIDS. We're talking
          extreme fire hazard... extreme moral hazard.
          Sara moves through the crowd. Her clothes are low-wattage,
          but stylish. She's drawn to the music coming from a large
          room.
          A HIGH-ENERGY COLLEGE BAND on stage. They're not very good,
          but they don't care. Sara finds a spot along the wall and
          watches them. In particular --
          THE DRUMMER. A cute goof, spastically whaling away. He's
          mouthing the lyrics, eyes closed. Really into it. Sara
          chuckles at the sight, not taking her eyes off him. He
          definitely stands out.
          Suddenly, a hand grabs her shoulder. Tracy pulls herself in
          with Kim close behind and they start dancing to the band.
          Juice spilling over the brim of her cup. Sara stays by the
          wall, afraid of getting any spilled on her.

                         

                         

                         

                         

          6.

                         TRACY
          (yells over the music)
          Why aren't you dancing?

                         SARA
          To this?

                         TRACY
          They're not that bad.
          Tracy pulls Sara deeper in the crowd. Now all three start
          jumping up and down to the music. Sara's getting into it as
          Tracy chugs her drink.

          INT. FRAT HOUSE - DANCE FLOOR - LATER

          A DJ rules the room now. Sara and Kim are dancing with
          others from the floor. Sara notices a speck of punch on her
          shirt. She stops dancing. Wets her fingers and tries to rub
          it out.

                         SARA
          Crap.
          Kim still dances as Sara starts to look around.

                         SARA
          Where's Tracy?

                         KIM
          She was getting more punch.
          Sara then spots Tracy, with a full cup, precariously climbing
          onto the stage next to the DJ's table with a bunch of other
          girls already dancing. She starts dancing suggestively,
          egging on the crowd.

                         SARA
          Uh oh.
          Guys yell out. "Show em." Several hands armed with camera
          phones stretch out above the crowd.

                         SARA

                         (SHOUTS)
          Tracy.
          Tracy can't hear her. Sara starts making her way to the
          stage. Tracy is dancing, getting into it. She grabs the
          bottom of her shirt. Teases the crowd.

                         

                         

                         

                         

          7.

                         SARA

                         (LOUDER)
          Tracy. Don't.
          Sara slams into STEPHEN, 21, the DRUMMER from the band... who
          inadvertently dumps his whole beer down her shirt. Sara
          gasps.

                         STEPHEN
          Damn!
          Sara's drenched as an enormous cheer erupts from the crowd.
          Camera phones clicking all at once. Sara looks up.

                         STEPHEN
          Oh. Woops.

                         SARA

                         (ANNOYED)
          I have to go clean this up.
          She turns.

                         STEPHEN
          Looks like my plan backfired.
          Sara turns back towards him.

                         SARA
          What plan?

                         STEPHEN
          To spill beer on you so I can start
          a conversation.

                         SARA
          You spilled beer on me purposely?

                         STEPHEN

                         (NODS)
          You pissed?
          She looks at him. Pretty good looking. Goofy smile. It's
          hard to be mad at him. She then grabs a beer out of a
          dancing partier's hand and dumps it on Stephen.

                         SARA
          I'll get over it.
          He laughs, making her smile.

                         

                         

                         

                         

          8.

                         SARA
          I'm not sure how she's so wasted.
          All she's had is punch.
          Stephen grins conspiratorially and grabs her hand.

                         STEPHEN
          Come on.

          INT. FRAT HOUSE - BAR

          Stephen, now with a full beer watches as Sara sips some of
          the punch.

                         SARA
          It's pretty good.
          She drinks some more.

                         SARA
          It doesn't taste that strong.

                         STEPHEN
          Exactly.
          He takes a drink of his beer as Sara takes a long chug of
          hers.

                         STEPHEN
          Stephen. By the way.

                         SARA
          Sara.

          INT. FRAT HOUSE - DANCE FLOOR: SOME TIME LATER

          Stephen and Sara are dancing. She's holding her cup.
          Drinking, bumping into a couple of people. Stephen laughs,
          grabs her hand, pulling her back towards him and TWIRLS her,
          bringing her close. She notices, for the first time, that
          he's not wearing a wristband and grabs his wrist with her
          other hand.

                         SARA
          Hey, why do you get to drink beer?

                         STEPHEN
          Twenty-one.

                         SARA
          Old man.

                         

                         

                         

                         

          9.

                         STEPHEN
          Tell me about it. My back is
          killing me.
          They don't move for a moment, Sara's resting her back against
          his chest.

                         STEPHEN
          Besides, frat brothers don't have
          to wear those ugly wristbands.

                         SARA
          Ugh. You're in this frat?
          He jokingly untwirls her away and she bumps into people
          behind her. Sara laughs as she notices Kim, dancing,
          Holding up a cup of punch.

                         KIM

                         (SLURS)
          Did you try the punch? It's pretty
          good.

                         SARA
          What happened to Tracy?
          Kim shrugs.

                         KIM
          I'm the worst roommate ever.
          Kim goes back to dancing Sara looks a little worried which
          Stephen notices.

                         STEPHEN
          Do you want to look for your
          friend?
          Sara looks at him sweetly. Nods.

          INT. STAIRCASE

          They spot Tracy propped up against the railing at the bottom
          of the stairs. Sara rushes over to her. A couple frat boys
          stand over her. Not sure what to do with her.

                         SARA

                         (BUTTS IN)
          I got her.

                         

                         

                         

                         

          10.
          She struggles to hold Tracy up -- the girl's heavier than she
          looks and Sara's balance is not so great, herself. The frat
          boys notice her struggling.

                         FRAT BOY #1
          Who's got you?
          Tracy nearly brings Sara down to the floor...
          But Stephen's there to catch her.

                         STEPHEN
          Guess that would be me.
          But then he stumbles, nearly dropping them both.

                         SARA
          Who's got you?
          Stephen looks at Tracy in one arm. The other arm around
          Sara's waist.

                         STEPHEN

                         (SMIRKS)
          Apparently God.
          Sara rolls her eyes.

          INT. CARNEGIE DORM - NIGHT

          Sara, Stephen, and Tracy stumble into the dorm lobby. Sara
          wears a jacket Stephen gave her for the walk. Kim and
          ANOTHER GIRL step forward and grab Tracy.

                         KIM
          Thanks Sara.

                         SARA
          No problem.
          They linger, smiling, checking out Stephen... They step into
          the elevator. Holding it for Sara.

                         KIM
          You want us to wait?
          Sara turns and glares at Kim. An obvious "NO!" Kim lets the
          doors close as Sara turns back to Stephen.

                         

                         

                         

                         

          11.

                         STEPHEN
          You know, I'm going to be pulling
          kitchen duty all week for helping
          girls leave a frat party. It's
          like opposite everything we stand
          for.
          Sara leans in and gives him a long kiss. Then separates, but
          her lips still very close to his.

                         SAEA
          (low and romantic)
          Does that make it worth it?

                         STEPHEN
          Honestly, no.
          She laughs out loud.

                         SARA
          Do you want to come up?

                         STEPHEN

                         (DEEP BREATH)
          More than I can tell you, but that
          wouldn't be fair.
          Sara starts to take off Stephen's jacket. He stops her.

                         STEPHEN
          Keep it... till next time.

                         SARA
          Thanks again. For everything.

                         (BEAT)
          And, sorry about kitchen duty.
          He smiles... and walks away into the night. Sara looks after
          him... and now it's her turn to take a deep breath which
          suddenly makes her a little more queasy.

          INT. DORM HALLWAY - NIGHT

          Sara heads for her room, holding onto the wall as she goes.
          She reaches her door. She takes one more deep breath, then
          opens it.

                         

                         

                         

                         

          12.

          INT. ROOM 316 - NIGHT

          Sara closes the door behind her. Almost pitch black; just a
          little moonlight through the window. Sara knocks into her
          lounge chair.

                         SARA
          Ow!
          She reaches her bed and plops down on her back. Breathing
          hard. Clenching her eyes shut. The room is spinning. She may
          puke at any second.
          She struggles to sit up. She fumbles for the lamp next to her
          bed, almost knocking it over. She hits the switch, revealing:
          The other bed.
          Sara screams.

                         GIRL
          Hi.
           FLASH. The girl takes her picture, further blinding and
          disorienting Sara.

                         SARA
          Who are you?!

                         GIRL
          Rebecca. Your roommate.
          Sara calms, catching on.

                         SARA
          What are you doing?

                         REBECCA
          Taking your picture.

                         SARA
          Why?
          Rebecca shrugs. Sara grabs her stomach.

                         SARA
          Oh shit.
          Her cheeks chipmunk as she rushes out the door. Rebecca
          smiles.

                         

                         

                         

                         

          13.

          INT. DORM HALLWAY - NIGHT: LATER

          Sara gingerly walks out of the bathroom back to her room,
          holding her head. The door is slightly open.

          INT. DORM ROOM - NIGHT

          It's dark. Rebecca's covers are pulled up to her neck. Her
          eyes are closed.

                         SARA

                         (WHISPERS)
          Rebecca?
          No answer. Sara makes it back to her bed. She falls onto it,
          and turns toward the wall.
          Rebecca's eyes open. And they stay open. She watches Sara go
          to sleep.

          EXT. CAMPUS QUAD - DAY

          It's the middle of the day and students carry their books
          everywhere.

          INT. DORM ROOM - DAY

          Sara wakes. Headache; dry mouth; the works. The sun through
          the window is way too bright. She slowly turns over to see...
          Rebecca, up and about, arranging her side of the room. In the
          light of day, we see that she's a knockout.
          Mellow music plays through top-of-the line speakers that
          flank an awesome stereo system.
          Rebecca sees that Sara's awake.

                         REBECCA
          Hey Sara.
          Sara stares at her blankly. Who is this girl? What happened
          last night? Rebecca smiles.

                         REBECCA
          We met last night.

                         

                         

                         

                         

          14.

                         SARA
          Right...
          (racking her brain)
          Starts with a... "T"?

                         REBECCA
          Close. Rebecca.
          She hands Sara a glass of water and two aspirin.

                         REBECCA
          Come on. It'll help, trust me.
          Sara washes down the aspirin.

                         SARA
          Thanks.
          Rebecca smiles, genuinely touched.

                         SARA

                         (SUDDENLY PANICKED)
          I didn't throw up on you, did I?

                         REBECCA

                         (LAUGHS)
          No. You made it to the bathroom.
          Sara looks around the room. Her lounge chair has been moved
          to her side.
          Rebecca starts to tape drawings to the wall.. .They're various
          self-portraits of Rebecca. Sara looks at one where Rebecca
          is staring straight back at us. No smile.

                         SARA
          Did you do those?
          Rebecca nods.

                         SARA
          They're really cool.

                         REBECCA
          I just like capturing my moods.
          A beat. Sara closes her eyes. Bits and pieces of the night
          before are coming back to her now.

                         SARA
          Rebecca -- did you take my picture
          last night?

                         

                         

                         

                         

          15.

                         REBECCA

                         (LAUGHING)
          Yeah. It's just something I do. For
          my drawings.

                         (BEAT)
          C'mon, let's hit the bookstore. The
          walk will help your head.
          Sara rolls over, groaning.

                         SARA
          It's too damn early for me.

                         REBECCA
          It's three in the afternoon.
          Sara's eyes bug out.

                         SARA
          Holy shit!

          INT. BOOKSTORE - DAY

          Sara walks along the back aisle, weighed down with textbooks.
          All look used and worn. Fashion Design. Psychology. Calculus.
          She spots the last book she needs and reaches for it just as
          another GIRL reaches too. They both pull back, neither sure
          who has claim to it.

                         GIRL
          So what do we do?
          Sara looks her over. Checks out her outfit.

                         SARA
          Nice bag. Dior?

                         GIRL

                         (FLATTERED)
          Yeah.
          Sara snatches the book.

                         SARA
          I'm on financial aid.

                         

                         

                         

                         

          16.

          INT. BOOKSTORE - LATER

          Sara finds Rebecca by the art supplies, she's picking up the
          stuff she needs. Sara scans Rebecca's books. They're all
          art books, shiny and new.
          Sara's phone rings. She looks at it: "JASON".
          She sighs. Her finger hovers over the "talk" button. A beat.
          She hits it right before it goes to voicemail.

                         SARA

                         (ANNOYED)
          Jason. What are you doing?

          JASON (O.S.)
          I just wanted to hear your voice.

                         SARA
          I told you not to do this.

          JASON (O.S.)
          I need to talk to you.

                         SARA
          You're just making it harder.

          JASON (O.S.)
          Sara, listen I... I want to come
          out there.

                         SARA

                         (SNAPS)
          But you didn't come out here,
          remember. That's the problem.
          She says it too loud. Other students in line are eyeing her.

                         SARA (CONT'D)

                         (QUIETER)
          I've gotta go.
          Sara hangs up. She exhales, flustered.

                         REBECCA
          That didn't sound good. Boyfriend?

                         SARA
          Ex.
          Off Rebecca's confused look.

                         

                         

                         

                         

          17.

                         SARA
          It's complicated.
          A beat. Rebecca's warm smile makes Sara want to open up.
          They walk along the stacks of books.

                         SARA
          We dated since tenth grade and were
          supposed to go to college together.

                         (BEAT)
          We both applied to Brown. I got in;
          he got wait-listed. I stuck to our
          agreement and we both committed
          here. Then two weeks ago...a spot
          opened up at Brown ...and..

                         REBECCA
          No?! He took it?
          (Sara nods glumly)
          What an asshole.

                         SARA
          Yep.

                         REBECCA
          Do you miss him?

                         SARA
          Sometimes I think I do.

                         REBECCA
          It's hard to let go.

                         (SMILES)
          Believe me, I know. But, you're in
          college now. A girl's gotta move
          on.
          Sara smiles, glad to find a kindred spirit. She looks at her
          phone... and stuffs it into her pocket as they reach the
          register.

          INT. DORM ROOM - NIGHT

          Rebecca sits on her bed, drawing. Sara is putting her books
          away on a shelf. As she reaches the end of it, she notices
          something out of the corner of her eye.

                         SARA
          Oh my God.

                         REBECCA
          What?

                         

                         

                         

                         

          18.
          Sara walks to the closet. Her modest clothes hang on one
          side. But the other side is now taken up by Rebecca's KILLER

          COLLECTION.

                         SARA
          I am so jealous.

                         REBECCA
          I know... I've got a lot of clothes.
          Mind if I put some on your side?

                         SARA
          No problem.

                         REBECCA
          Borrow anything you want. Really. I
          haven't worn half of them.
          Sara reverently fingers through them. Chloe. De La Renta.
          Alexander McQueen. Jimmy Choo shoes. A Miu Miu handbag. Some
          still carry their price tags.

                         SARA
          Jesus, some of these I've only ever
          seen in Vogue.

                         REBECCA
          My parents idea of bonding is to
          turn me loose in Beverly Hills with
          a Platinum card.

                         SARA
          Oh, you here?

                         REBECCA
          Pasadena.
          Off Sara's confused look.

                         REBECCA (CONT'D)
          About 20 minutes away.

                         SARA
          That's cool. You can go home on
          weekends. Free laundry. Free meals.

                         REBECCA
          Not gonna happen.
          Sara gives her a puzzled stare.

                         

                         

                         

                         

          19.

                         REBECCA
          It's a long story.. .Let's just say
          nothing's free in my house.
          She wants to know more... but it's too soon to pry. She nods
          at Rebecca's drawing pad.

                         SARA
          Can I take a look?
          She walks over. Rebecca clutches the pad to her chest.

                         REBECCA
          No.
          Sara stops dead in her tracks. Rebecca realizes that came
          across pretty harsh.

                         REBECCA
          Not till it's done. Nothing
          personal. It's just my... process.

                         (SMILES)
          I wouldn't want to show you
          anything unless it was perfect.

                         SARA

                         (SMILES BACK)
          Sure.

          EXT. CAFETERIA - DUSK

          Establishing shot of a big college cafeteria.

          INT. CAFETERIA - DUSK

          Sara and Rebecca have just finished their dinner.

                         REBECCA
          I thought you were a design major.
          Why are you taking Calc and
          psychology?
          The girls get up with their trays.

                         SARA
          (with a smirk)
          I am. I want to be well-rounded.
          (off her look)
          And they're requirements.

                         

                         

                         

                         

          20.

          TRACY (O.S.)
          Hey Sara.
          Sara sees Tracy sitting by the window with Kim. Sara walks
          over, but Rebecca doesn't follow.

                         SARA
          Hey. Tracy... Kim... this is my
          roommate, Rebecca.
          She turns, but Rebecca is standing at a distance. Sara waves
          her over.
          Rebecca comes, reluctantly. She flashes a small wave.

                         REBECCA
          Hi.

                         TRACY
          RRRRRREBECCA. How formal. What can
          we call you?

                         KIM
          How 'bout Reba?
          Tracy sticks her finger down her throat. Gag me.

                         SARA
          I like Becca.
          Tracy's grimace vetoes that one, too.

                         TRACY
          How 'bout Becky?

                         SARA
          Becky's good.
          The girls all turn to Rebecca for approval.

                         REBECCA
          I like Rebecca.
          Buzzkill.

                         TRACY

          OOOKAAAY.
          Rebecca walks out. Sara shrugs at Tracy and Kim.

                         

                         

                         

                         

          21.

          EXT. DESIGN BUILDING - DAY

          Sara enters the Design building.

          INT. HALLWAY - DAY

          Sara peeks in the open door of a classroom. Frustration in
          her eyes -- the class she couldn't get into.
          She watches PROFESSOR ROBERTS -- long-haired, dashing --
          lecture his students.

                         PROFESSOR ROBERTS
          So... here we are. Design 101. And
          each one of you is asking yourself
          the same question...
          (he taps his own chest)
          Who is this guy? Why should I turn
          off my Blackberry and pay attention
          to him?
          Mild laughter from the class.

                         PROFESSOR ROBERTS
          I'll tell you why -- because I hold
          the keys to the kingdom. Think of
          your favorite designers. Marc
          Jacobs. Vera Wang. Rick Owens.
          Magicians, right? I've got news for
          you: All of their magic stems from
          the same source: the fundamental
          principles of design.

                         (BEAT)
          I can teach you those principles.
          He lets the power of his words sink in.

                         PROFESSOR ROBERTS
          The journey to the catwalks of New
          York... Paris... Tokyo... starts
          right here, in this room. And all
          you have to do is open your minds.
          Man, she wants in.

                         DISSOLVE TO:

                         

                         

                         

                         

          22.

          INT. SAME HALLWAY - LATER

          Sara stands by the door, watching the students file out. As
          the last one leaves, she screws up her courage and walks in.

          INT. CLASSROOM - DAY

          Professor Roberts is gathering up his papers.

                         SARA
          Professor Roberts?
          He flashes a disarming smile.

                         SARA
          I'm sorry to bother you, it's
          just...

                         (BEAT)
          I absolutely must take this class.

                         PROFESSOR ROBERTS
          I'm afraid we're full. But don't
          worry -- Intro Design has three
          other sections.

                         SARA
          But you're not teaching them. I
          want to learn from the best.
          He smiles at her.

                         PROFESSOR ROBERTS
          What's your name?

                         SARA
          Sara Matthews.

                         (BEAT)
          I brought a request form.
           She holds it out to him. He takes the form, but his eyes stay
          on Sara. Roaming over her.

                         PROFESSOR ROBERTS
          Tell me, Sara -- why should I sign
          your request form when I've turned
          down a dozen others? Would that be
          fair?
          Sara's face falls. A long beat.

                         

                         

                         

                         

          23.

                         SARA
          No, I guess it wouldn't. Thanks
          anyway.
          She walks toward the door. Roberts' eyes go to her ass.

                         PROFESSOR ROBERTS
          But...

                         (SHE TURNS)
          Who said life was fair? You happen
          to have two things I can't teach...
          He walks to her... and hands her the signed form.

                         PROFESSOR ROBERTS
          Style. And Desire.
          He smiles, signs the form and hands it to Sara. Sara clutches
          the form to her chest, smiling.

          INT. DORM ROOM - DAY

          Sara and Rebecca sit on their respective beds. Rebecca
          listens to her Walkman. Sara types on her laptop.

                         SARA
          Hey.
          Rebecca removes her earbud.

                         SARA
          What's your Facebook page? I'll add
          you as a friend.

                         REBECCA
          I don't have a Facebook page.

                         SARA
          Myspace?

                         REBECCA
          Nope. I don't spend a lot of time

                         ON-LINE
          Sara stares at Rebecca. No way.

                         SARA
          Come here.
          Rebecca walks over and looks at the computer over Sara's
          shoulder.

                         

                         

                         

                         

          24.
          ON COMPUTER SCREEN: Sara's Facebook Page. Her picture in the
          corner. Pictures and posts from a dozen friends.
          Among them: A STYLISH, ATTRACTIVE WOMAN in her 20s.

                         REBECCA
          Who's she?

                         SARA
          Irene. She graduated from the Art
          Institute out here last year.

                         REBECCA

                         (INTRIGUED)
          She's an artist?

                         SARA
          A design apprentice for Marc
          Jacobs. Hey, check out these
          posts.
          Sara scrolls down Irene's recent posts: "Paris was
          amazing"... "Milan in the Fall"... "Off to Barcelona"... etc.

                         SARA
          I mean.. .who doesn't have a
          Facebook page?!
          Rebecca laughs.

                         REBECCA
          Okay, okay. I'll get one.
          Tracy knocks on the partially open front door... and marches
          right in.

                         TRACY
          Cancel those library plans. Guess
          who made the guest list at Rebar?

                         (BEAT)
          You guys in? I trust you have fake
          IDs?

                         SARA
          Of course.

                         REBECCA
          I don't.

                         TRACY
          Yes you do. Thanks to my badass
          self.

                         

                         

                         

                         

          25.
          Tracy pulls out a fake ID. She walks to Rebecca and holds it
          out to her. A peace offering.
          Rebecca stares at Tracy for a beat... then goes back to her
          sketchbook.

                         REBECCA
          I'll pass. Clubs really aren't my
          scene.
          Tracy stands there, hung out to dry, the ID in her hand.

          INT. CLUB - NIGHT

          A posh Los Angeles bar. Loud and packed to the gills with
          mostly young students. Sara and Tracy stand at the bar,
          getting jostled, looking like... two naive college kids.
          As they try to get the bartender's attention, older guys
          check them out, smiling and mouthing "Hi." Sara tries to
          ignore them, but Tracy's in heaven.

                         TRACY
          How great is this? No parents. No
          curfews.

                         SARA
          No shit!
          They clink their empty glasses in a toast.

                         SARA
          Can I?
          She puts her wallet and cell phone into Tracy's purse.

                         TRACY
          Too bad Rebecca blew us off. Talk
          about the life of the party.

                         SARA
          Don't be mean.

                         TRACY
          I'm just saying.

                         SARA
          She's just a little hard to get to
          know.

                         TRACY
          Yeah right...

                         

                         

                         

                         

          26.
          As Tracy rolls her eyes...
          The BARTENDER sets two drinks down in front of them. He nods
          down the bar at...
          TWO MIDDLE-AGED SUITS. Tracy flashes them a smile. Sara's not
          so sure about this.

                         SARA
          What do you think?

                         TRACY
          I think...
          Tracy raises her shot glass. She and Sara clink and drink.
          Tracy waves at the suits again. Thanks guys.

                         TRACY
          We can do better.
          She takes Sara's hand and pulls her out onto the dance floor.

          INT. CLUB - DANCE FLOOR - LATER

          Sara and Tracy whirl in the hot mix of bodies. Having the
          time of their lives. A HANDSOME GUY moves in, his eyes on
          Tracy.
          Tracy loves it. They dance together as Sara watches, smiling.
          Tracy and the handsome guy drift further away from Sara.
          Sara is now dancing by herself. A GUY moves in on her, but
          she politely dances away. She scans the dance floor for
          Tracy. Where'd she go?
          She steps off the dance floor and scans the bar -- no sign of
          her.

          INT. CLUB - BATHROOM

          Sara walks into the crowded ladies' room.

                         SARA
          Tracy?

                         

                         

                         

                         

          27.

          EXT. CLUB - NIGHT

          A bummed Sara walks out of the club alone. She rubs her arms
          against the chill. She nervously tugs on her silver chain as
          she scans the STRAGGLERS loitering outside.

                         SARA

                         (LOUD)
          Tracy.
          She takes one last peek into the club doorway, hoping against
          hope that Tracy will magically appear. No luck.
          She starts walking down the street, away from the club.
          Weary and unnerved.

          INT. DORM ROOM - NIGHT

          Rebecca lies in bed, wide awake in the dark. Her cell phone
          rings. She stares at it. Two more rings. She picks it up.

                         REBECCA
          Hello?

          OPERATOR (O.S.)
          Would you accept a collect call
          from... Sara Matthews?

                         REBECCA
          Yes.
          She smiles.

          EXT. GAS STATION - NIGHT

          An old school gas station on a barren corner of the city. No
          cars in either direction. A lone white 328i BMW with a black
          soft top sits next to an ancient pump.
          Rebecca, half asleep, climbs out and grabs the nozzle,
          sticking it in the fuel tank. Starts pumping.

          MAN (0.S.)
          Can I help you out?
          She turns to see a 20-year-old, good-looking gas station
          attendant. His name tag: "Rick".
          Rebecca sizes him up.

                         

                         

                         

                         

          28.

                         REBECCA
          I'm fine. Just in a hurry.
          She keeps pumping. Speeding it up. Rick ambles up to her,
          treading beyond appropriate personal space. He points to the
          "Full Service" sign.

                         RICK
          Just doing my job.
          She stands her ground as he places his hand over hers on the
          gas pump and squeezes. She looks down at his hand on top of
          hers. Then lets go of the pump, nudging his hand away.

                         REBECCA
          All done.
          She pulls the nozzle out of the tank and tries to place it
          back at the pump. He stops her. Motions to her face.

                         RICK
          You have a little something.
          No, she doesn't.
          He, ever so gently, rubs his index finger and thumb on her
          cheek to remove the imaginary smudge until he lurches back.

                         RICK (CONT'D)
          The hell?
          His crotch is wet as gasoline drips from the nozzle.

                         REBECCA
          Sorry.
          But she does it again, holding the lever down, dousing him
          head to toe. He scrambles backward out of range.

                         REBECCA (CONT'D)
          Sorry again. Rick.
          The nozzle's still in her hand, pouring gas in every
          direction. She opens her car door, grabbing a lighter.
          Rick's pissed. Charges towards her.

                         RICK
          You spoiled c---
          He spots the lighter in her hand. Dead stop. She
          absentmindedly flicks it. It sparks but doesn't light.

                         

                         

                         

                         

          29.
          The gas is now pouring towards him. The meter on the pump is
          still ticking up.
          He scrambles again as she casually flips the lighter at him
          and drops the still pouring nozzle.
          A hint of a grin and a pitying shake of her head as she pulls
          out a loose hundred dollar bill. Places it on top of the
          pump.

                         REBECCA
          Pussy.
          She gets into her car and drives off. Leaving Rick soaked in
          gasoline.

          INT./EXT. DINER - NIGHT

          Sara sits by herself in a booth by the window. Hugging a cup
          of hot, sobering coffee.
          Rebecca's car pulls up into a parking spot. The headlights
          shine right in Sara's eyes... and now turn off.
          Sara's tired eyes light up as she sees Rebecca get out of the
          car. She waves. Rebecca doesn't wave back as she heads for
          the door.

          INT. DINER - NIGHT

          Rebecca walks up to Sara's booth.

                         SARA
          Nice car.

                         REBECCA
          Thanks.

                         (BEAT)
          So, where's Tracy?

                         SARA
          No idea, I couldn't find her.
          Rebecca sits down, dropping her purse and keys on the table.

                         REBECCA
          As long as I'm here... you hungry?

                         SARA
          Starved.
          Sara smiles gratefully. Rebecca opens the menu.

                         

                         

                         

                         

          30.

                         REBECCA
          I can't believe she ran out on you.

                         SARA
          I know. Thanks for coming.
          Rebecca looks up from the menu.

                         REBECCA
          Tracy had her shot tonight.
          Tomorrow you're all mine. I'll show
          you the big city.. .the right way.
          And I promise I won't abandon you.
          Deal?
          Sara smiles.

                         SARA
          Deal.

          INT. MOCA - DAY

          Rebecca leads Sara through the sculpture room.

                         REBECCA
          These are the modern pieces. A
          little wilder than the old stuff.
          She's a savvy tour guide, confident, at ease. She doesn't
          just walk past pieces -- she studies them. Sara's impressed.
          Sara's cell phone buzzes. She checks the display: "Jason".
          She tilts it so that Rebecca can see and rolls her eyes. She
          buries her cell phone in her purse.
          Sara spots a bizarre metal structure and walks over to it.

                         SARA
          Okay, I have no idea what this is
          supposed to be.

                         REBECCA

                         (LAUGHING)
          Even I don't get that one. Come
          on, I want to show you something.

          INT. MOCA - LATER

          Rebecca shows Sara into a room full of paintings. In the
          background is a banner announcing an upcoming Richard Prince
          exhibition.

                         

                         

                         

                         

          31.
          They stop in front of Richard Prince's "Nurse of
          Greenmeadow." It's a portrait of a woman in a nurse's mask.
          Her eyes peer directly at the viewer. Blood is smeared on her
          smock.

                         REBECCA
          This is my favorite.
          Sara steps closer to examine it. Rebecca stays behind her.

                         REBECCA
          I love how he captures her
          personality through her eyes. It's
          like she really wants to help you.
          Rebecca's hands tug anxiously at her shirt. She really wants
          Sara to like this painting.
          Sara moves even closer. She squints, trying to see what
          Rebecca sees. The woman's expression in the painting is
          actually pretty sinister.
          Sara's a little freaked out... but she turns to see Rebecca's
          hopeful expression. Sara brightens.

                         SARA
          Amazing. I love it.

          EXT. SIDEWALK - DAY

          Sara and Rebecca window shop along a block of thrift stores.
          Sara spots a graffiti-laden wall next to a tattoo parlor.
          Some first-rate tagging here -- bright colors, funky shapes.

                         SARA
          That is so cool.

                         REBECCA
          No graffiti in Des Moines?

                         SARA
          Sure. "Bobby loves Jenny. Chrissy
          loves Rick." Nothing like this.
          Rebecca pulls out her camera.

                         REBECCA
          Hey, smile.
          Sara poses... but now grabs Rebecca and pulls her in.

                         SARA
          Both of us.

                         

                         

                         

                         

          32.
          They both hold the camera, extended at arm's length. Rebecca
          clicks. She looks at the picture. She can see the tattoo
          parlor in the background.

                         REBECCA
          Now that's one "art form" I don't
          get. Needles into skin? No thanks.

                         SARA
          I have a tattoo.
          Rebecca smiles. Yeah, right. But she can see in Sara's eyes
          that she's serious.

                         REBECCA
          Really?
          Sara pulls down her shirt and sweater a bit to reveal, over
          her heart, a simple tattoo: "Emily".

                         SARA
          My older sister. She died when I
          was nine.

                         REBECCA
          Oh, I'm sorry.

                         SARA
          (pats her heart)
          This keeps her with me.

                         REBECCA
          I always wanted a sister.
          Sara smiles and interlocks her arm with Rebecca's as they
          walk down the street.

          INT. DORM ROOM - DAY

          Sara sits on her bed in sweats, typing on her laptop. Rebecca
          sits on her own bed, glancing over at Sara as she draws.

                         SARA
          Guess who I'm listing as my
          favorite artist on my Facebook
          page?

                         (BEAT)
          Richard Prince.
          Rebecca smiles, genuinely touched. She walks over to check
          out the rest of Sara's Facebook Favorites. Favorite book,
          favorite band, etc.

                         

                         

                         

                         

          33.

                         REBECCA

                         (LAUGHING)
          Your favorite movie is "Coyote
          Ugly"?

                         SARA
          Don't laugh. It's about a small
          town girl making it in the big
          city.

                         REBECCA
          Isn't every movie?!
          They both laugh.

          EXT. CITY STREET - DUSK

          Sara, in shorts and warm-up jacket, runs down the sidewalk.
          Her head's on a swivel, taking in the city sights.

          INT. DORM ROOM - NIGHT

          Rebecca takes down a few of her drawings. In their place, she
          puts up a big "Coyote Ugly" poster. She straightens it out.
          Satisfied.
          She checks her watch and walks to the window. She looks out,
          anxious for Sara to come home.
          She looks over at Sara's side of the room. Curious, she
          starts perusing her things. Books... CDs...
          She walks to Sara's dresser and picks up the picture of
          Emily. She tenderly brushes Emily's face with her thumb.
          She spots Sara's silver chain. She picks it up and places it
          around her neck. She fingers it carefully and looks at
          herself in the mirror. She smiles.

          EXT. CARNEGIE DORM - NIGHT

          Sara finishes off her run strong, striding out the last ten
          yards to the dorm. She catches her breath and hears a kitten.
          Sara looks in-between the columns outside the dorm and finds
          a STRAY KITTEN. She's cute as they come, a black-and-white
          furball.

                         SARA
          Hey there.

                         

                         

                         

                         

          34.
          The kitten purrs.

                         SARA
          Look at you.
          She kneels and pets it. The kitten purrs.

                         SARA
          No collar, baby?
          Sara glances around to see if anyone is watching.

                         CUT TO:

          INT. DORM ROOM - NIGHT

          Sara quickly walks in and closes the door. Rebecca sits in
          her windowsill, drawing. Sara sits down on her own bed. She
          notices the "Coyote Ugly" poster.

                         SARA

                         (TAKEN ABACK)
          Wow.

                         REBECCA
          I thought you'd like it.
          Rebecca sees the moving bulge under Sara's jacket. She cuts
          Sara a look. Sara sighs. Apprehensively, she unzips her
          jacket and the kitten pops out. Rebecca sits up. The kitten
          jumps over to her bed. She pets it.

                         REBECCA
          Sara...

                         SARA
          I know, I know. It's stupid, and
          I've just broken about forty
          different dorm rules, and I should
          just take it to a shelter...

                         REBECCA

                         (BEAT)
          What do you want to name it?
          Sara's face lights up. She smiles gratefully.

                         SARA
          Really?

                         

                         

                         

                         

          35.

                         REBECCA
          It'll be our secret. Just between
          us.
          Rebecca keeps petting the kitten. Getting more attached.

                         SARA
          I named her in the elevator.
          Cuddles.
          She smiles and scoops her up. Suddenly, her smile vanishes.

                         SARA
          Is that my necklace?
          Rebecca touches it. She'd forgotten she still had it on.

                         REBECCA
          Sorry. I was just trying it on.
          Sara puts down the kitten and walks to Rebecca, who quickly
          takes it off. Sara takes it back, annoyed. She rubs it
          protectively.

                         SARA
          This was my sister's.

                         REBECCA
          Oh.
          Sara looks at it a moment longer. She looks at Rebecca.

                         SARA
          You can borrow anything of mine.
          Except for this. Okay? It's the
          only thing I kept of hers.
          Rebecca nods. Sara sits down on the bed next to her.

                         REBECCA
          I'm really sorry.

                         SARA
          It's okay. You didn't know.

                         REBECCA
          Were you two close?

                         SARA
          Yeah. You're the first roommate
          I've had since she died. So, it
          feels a little odd.

                         

                         

                         

                         

          36.

                         REBECCA
          In a good way or a bad way?
          Sara smiles.

                         SARA
          A good way.

          EXT. CAMPUS QUADS - MORNING

          Establishing of life at the quads.

          INT. CAMPUS COFFEE SHOP - DAY

          A cool college hangout lined with old wooden tables and comfy
          couches. More like a living room than a coffee shop. Lots of
          laid-back STUDENTS and...
          One stressed-out Sara, dropping drinks off at a table and now
          rushing back to the register for the next order. Her CO-
          WORKER, clearly stoned, moves in slow motion. Not a care in
          his world.

                         SARA

                         (TO CUSTOMER)
          You wanted a mocha smoothie, right?
          O.K. Do you know what's in that?
          The kid shrugs. Sara hops to the blender and guesses some
          ingredients. She starts it up. She takes her hand off the
          lid, and...
          THE BLENDER EXPLODES, splashing mocha smoothie all over her
          apron. She's frozen in shock. The co-worker casually hands
          her a towel. She snatches it. She turns to find...
          STEPHEN, standing at the front of the line.

                         STEPHEN
          This seems like a pattern.
          Sara smiles. She's psyched to see him, in spite of the havoc.
          She leans in and speaks quietly.

                         SARA
          Just because I kissed you doesn't
          mean I'll let you cut in line.

                         STEPHEN
          So what does it mean?

                         

                         

                         

                         

          37.
          She coyly shrugs.

                         STEPHEN
          Hey, the gentlemen of Psi Upsilon
          are reviving a sacred tradition
          tonight.
          Sara stares at him blankly. He smiles.

                         STEPHEN
          We're having another keg party.

                         SARA
          I.. dunno. I'm still having
          flashbacks from the last one.
          Sara laughs.

                         STEPHEN
          You know what? How about if I use
          you as my excuse not to go.
          Sara smiles, bits of smoothie dripping from her apron.

          INT. DORM HALLWAY - DAY

          Sara walks off the elevator, still sky-high. She walks
          through the lounge, where Tracy sits on the couch. A
          television plays in the background.

                         TRACY
          Hey.
          Sara thinks about ignoring her but stops. Her tone is cold.

                         SARA
          Hey.

                         TRACY
          Psi U. tonight?

                         SARA
          So you can ditch me again?

                         TRACY
          Sara... the guy had a Porsche. And
          a hot tub.

                         SARA
          That's your apology?
          Tracy jumps up and walks over.

                         

                         

                         

                         

          38.

                         TRACY
          What I meant to say is -- I'm sorry
          -- I totally screwed up.
          Down the hall, we see Rebecca open her door and peek out. She
          watches Tracy and Sara.
          Tracy gives Sara sad, puppy dog eyes. Sara laughs.

                         SARA
          I forgive you.
          Tracy gives her a big, exaggerated hug. Over Sara's shoulder,
          she spots Rebecca looking at them. Tracy flashes a big smile.
          Relief at making up with Sara. But that's not how Rebecca
          takes it.

                         SARA
          But you're on your own at Psi U.
          Because...

                         (DRAMA BUILDING)
          Someone has a date.
          Rebecca hears this. She slips back into the room and closes
          the door. Sara turns and walks down the hallway.

          INT. DORM ROOM - DAY

          Sara walks in to find Rebecca slipping into a black dress.

                         SARA
          You look... nice.

                         REBECCA

                         (EXCITED)
          Thanks. Richard Prince is having a
          showing. I bought two tickets.

                         (BEAT)
          Since he's your favorite artist...

                         SARA
          Actually, I... sort of have a date?

                         REBECCA

                         (DISAPPOINTED)
          Oh. Okay.
          Major downer. Rebecca goes back to getting dressed. Heavy
          silence in the room. Sara watches her. A beat.

                         SARA
          You know, I could reschedule.

                         

                         

                         

                         

          39.

                         REBECCA
          (being a martyr)
          You don't have to.

                         SARA
          I want to. On one condition...
          Sara pulls a cute jacket from her closet and puts it on
          Rebecca. They both look at Rebecca in the mirror. Wow.
          Rebecca smiles.

                         REBECCA
          I love it, who's the designer?

                         SARA
          What are you, a label whore?! Who
          cares ...I got it at a flea market
          and it looks great with the dress.
          Rebecca nods in agreement.

                         SARA
          It just needs one last touch...
          She grabs a pair of small, gold hoop earrings from her
          dresser. She places them in Rebecca's hand.

                         SARA
          I'm gonna jump in the shower, then
          we'll head out.
          She grabs her stuff and hurries out the door.
          Rebecca eyes the earrings in her palm. She turns towards the
          full-length mirror behind the door. As she leans into the
          mirror, we see that her ears aren't pierced.
          She takes one of the earrings and touches the pin against the
          skin of her right lobe. After a moment of hesitation...
          SHE PUSHES THE PIN IN HARD. A small pop. She flinches. Blood
          trickles down her ear onto her neck. She wipes it off with
          her thumb and touches the other hoop to her left ear.

          INT. ART GALLERY - DUSK

          Sara and Rebecca at the Richard Prince showing. The paintings
          are all similar to the one we saw in the museum. A series of
          women, peering at the viewer.

                         

                         

                         

                         

          40.
          Rebecca wears her hair up, showing off her earrings. Every
          guy in the room is checking out these two babes. But
          Rebecca's into the art, and Sara is texting Stephen.
          ON CELL PHONE: "sorry. next time : ("
          Rebecca notices and frowns. Sara puts the phone away and
          starts studying the paintings.

          EXT. COLLEGE DORM - NIGHT

          It's night and there's not a soul in sight.

          INT. DORM HALLWAY - NIGHT

          We track slowly down the empty hallway, towards the door to
          the...

          INT. DORM ROOM - LATER

          Sara sleeps peacefully. Cuddles lies on top of her, awake.
          Her eyes glowing in the dark. Creepy. But not as creepy as...
          Rebecca in the other bed. She's staring back at the kitten.
          Envy in her eyes. Of Cuddles... or of Sara?
          Rebecca removes the covers and quietly gets out of bed. She
          walks over to Sara's bed... but not to pet Cuddles. She
          stands directly above Sara. Looking down at her. If Sara
          would simply open her eyes, she'd see her.

          INT. DORM ROOM - BARELY SUNRISE

          Tracy is passed out in her bed. She stirs as she wakes. She
          reaches around her, slapping her end table.

                         TRACY
          Water. I need water.
          She stumbles to the mini-fridge and looks in: Empty. She
          groans. She grabs an empty cup... opens her door...
          And lets out a sharp little scream.

          INT. DORM - HALLWAY - SAME

          Rebecca sits right across from Tracy's door, her back against
          the wall. Staring at Tracy.

                         

                         

                         

                         

          41.

                         TRACY
          Rebecca? What are you doing?
          Rebecca cocks her head at Tracy, as if she's trying to
          comprehend her. A beat. She stands... and walks to her.
          Tracy takes a step back, shaken by Rebecca's calm, morose
          demeanor. Rebecca stares right into her eyes.
          She makes a slight move towards Tracy, who flinches. Rebecca
          turns and walks down to her room. At her door, she turns and
          smiles. She disappears into her room.
          Tracy stands there, spooked.

          EXT. QUADS - DAY

          AERIAL VIEW of Sara and Rebecca walking to class. Tracy walks
          ten yards behind them, waiting until...
          Rebecca and Sara wave "goodbye" to each other and head down
          different paths. Tracy hurries after Sara and catches up.

                         SARA
          Hey. How was the party? Are you
          still the beer bong queen?
          But Tracy's in no mood to joke. She pulls Sara to a stop.

                         TRACY
          Listen... something is up with your
          roommate.

                         SARA
          What do you mean?

                         TRACY
          She was outside my room this
          morning.

                         SARA
          Doing what?

                         TRACY
          Waiting for me. I opened my door...
          and there she was. Just sitting
          there, staring. Like some psycho.

                         SARA
          Are you sure?

                         

                         

                         

                         

          42.

                         TRACY
          You don't believe me?

                         SARA
          No, it's just... why would she do
          that?

                         TRACY
          Why don't you ask her? I've gotta
          go...I'll see ya later.
          Tracy stops and watches Sara as she continues on. Tracy
          turns to go the other way, but before she leaves her eyes
          catch Rebecca standing in front of a nearby building.
          Rebecca stares at Tracy much like she did in the hallway.
          Tracy leaves in a hurry.

          INT. CLASSROOM / STUDIO

          Sara sits in her Design class. Professor Roberts stands at
          the podium. Three white design mannequins behind him, each
          sporting a different fashion style.

                         PROFESSOR ROBERTS
          Contrary to popular opinion, beauty
          is not in the eye of the beholder.
          It's in the hands of the designer.
          Sara listens intently, soaking it all in. Her cell buzzes
          with a text message. She discreetly takes a look.

                         PROFESSOR ROBERTS
          Who can tell me the difference
          between fashion and style?
          FROM IRENE: "4th & ford. be there now." Sara smiles at the
          message.
          Professor Roberts notices Sara looking at her cell phone and
          calls on her.

                         PROFESSOR ROBERTS
          Miss Matthews?
          Without missing a beat, Sara replies.

                         SARA
          Fashion's something you can buy,
          but style you either have or you
          don't.

                         

                         

                         

                         

          43.

                         PROFESSOR ROBERTS
          Exactly. All the money in the
          world can't buy you style.

                         SARA
          But it can buy you a good stylist.
          The class chuckles. Professor Roberts smiles.

          EXT. BUILDING - DAY

          Sara comes out of the building, texting on her cell as she
          walks. Rebecca is waiting, holding two cups of coffee.

                         SARA
          Hey. How'd you know when my class
          got out?
          Rebecca shrugs, playing it off.

                         REBECCA
          I'm your roommate.
          Sara smiles and grabs a cup.

                         SARA
          Thanks.

                          CUT TO:

          EXT. QUADS - LATER

          They walk through the quads. Other students are around, some
          strolling leisurely, others rushing to get to class.

                         SARA
          Listen... Tracy told me something
          kinda weird. She says you... scared
          her this morning.
          Rebecca stops and looks at Sara. She starts laughing.

                         REBECCA
          What?

                         SARA
          Yeah.

                         

                         

                         

                         

          44.

                         REBECCA
          It's more like she scared me. She
          was racing to the bathroom like she
          was gonna hurl. She almost knocked
          me over.
          A beat as Sara ponders it all. She smiles.

                         SARA
          The girl does like to party.
          Anyway, I wouldn't worry about it.
          Rebecca takes a victory sip as Sara gets another text from
          Irene: "where r u?!?!?!"

                         SARA
          I gotta go meet Irene.
          (raises her cup)
          Thanks for the coffee.
          Rebecca watches her walk off. She takes another sip.

          EXT. STREET CORNER - DAY

          Sara gets out of a cab. She looks up at a big building.

          INT. STUDIO - HALLWAY

          Sara walks through a design studio. Models and make-up
          artists are rushing around, dragging thousands of dollars
          worth of dresses. Sara loves the place's chaotic energy.
          She knocks on an open door and sees a YOUNG MODEL being
          worked on by a designer who isn't much older. IRENE, 28.

                         IRENE
          (mouth full of pins)
          Finally.
          She gets up to hug Sara. Nearly tearing the dress.

          INT. STUDIO - BACKSTAGE - LATER

          Irene is putting a dress together on a MODEL. Sara watches in
          awe. An OLDER DESIGNER walks by... checks on Irene's work...
          nods his approval... and leaves.

                         SARA
          I so want to be you when I grow up.

                         

                         

                         

                         

          45.

                         IRENE
          Hell, I wanna be me when I grow up.

                         MAKE-UP GIRL

                         (TO SARA)
          She's going to be a star.
          Irene rolls her eyes.

                         IRENE
          You know, your dad left me four
          messages last week. Making sure I'm
          looking out for his baby.

                         SARA
          Oh god. I hope you told him I'm
          closing down the library every
          night.

                         IRENE
          I told him I haven't seen you. And
          that for all I know you're a crack
          ho by now.
          Even the model laughs.

                         SARA
          Perfect.

          INT. LIBRARY - DUSK

          Sara walks along, looking for a table. She spots Stephen
          sitting by himself. Drumming on his leg with a pencil.
          Ignoring the open textbook in front of him.
          She sits down across from him. They both smile.

                         STEPHEN
          I haven't seen you around too much
          since you blew me off for dinner.

                         SARA
          Sorry again. Actually, how about
          dinner tonight?

                         STEPHEN
          Hellllo. I'm studying.
          She takes his book. He's on page two.

                         SARA
          Page two? Busted!

                         

                         

                         

                         

          46.

                         STEPHEN
          Yeah, but it's really dense.
          Off Sara's smile.

                         STEPHEN (CONT'D)
          Okay. Let's go.

          INT. DORM HALLWAY - NIGHT

          Kim exits the bathroom and passes Tracy coming the other way.

                         KIM
          How's it goin?

                         TRACY
          Hey.
          Tracy, wearing just a towel, and brushing her teeth as she
          walks, steps into the bathroom.

          INT. DORM BATHROOM - NIGHT

          She hums to herself as she spits out the toothpaste.
          She removes the towel and steps into the shower, pulling the
          curtain closed. As she shampoos her hair...
          The lights go out.

                         TRACY
          You have to be kidding me. Hey!
          The only light is some distorted moonlight through the
          window. Tracy steps out of the shower, grabbing her towel.
          Just as she starts to feel her way along the wall...
          The lights come back on. She sighs happily... sheds her
          towel... and steps back under the steaming water. A beat.
          The lights go off again.

                         TRACY
          Goddammit !
          She turns off the shower. A beat of silence, but now... one
          of the other showers turns on. What the hell?

                         TRACY
          Hey, how about turning on the
          light?

                         

                         

                         

                         

          47.
          No response. Yet another shower turns on.

                         TRACY
          Who's out there?
          Tracy, back in her towel, nervous now, feels her way along
          the wall again. She turns on the lights.
          The curtains are drawn in front of both running showers.
          Tracy stares at them. A beat.

                         TRACY
          I know it's you.
          She walks over to the shower. A beat. She rips away one
          curtain. Nothing behind it but the running shower. She turns
          it off. She stares at the other curtain.

                         TRACY
          Sara thinks you're weird. She told
          me.
          She pulls back the other curtain... nothing. She turns off
          that shower, too. But she can still hear running water.
          She looks back. The curtain from her own shower is closed
          again. The sound of running water behind it.
          She walks over.

                         TRACY
          Not funny, Rebecca.
          (under her breath)
          Bitch.
          She grips the curtain. She steels herself. She yanks the
          curtain open to see...
          Just running water. Tracy shakes her head. She looks around --
          no one. She slips her towel off and slips back under the
          water. Screw Rebecca -- she's going to finish this shower.

                         TRACY
          Freak.
          Just as the warm water starts to relax her...
          THE SHOWER CURTAIN CRASHES OVER HER, pile-driven by Rebecca.
          The curtain comes right off the rings.
          Tracy is slammed against the shower wall. She hits the floor
          hard, with Rebecca on top of her. Water pelting them both.

                         

                         

                         

                         

          48.
          Rebecca clamps a hand over Tracy's mouth and pins her against
          the wall. The shower curtain covers her from the neck down.
          Tracy -- wide-eyed and terrified -- stares at Rebecca.

                         REBECCA
          So Sara thinks I'm weird? Let me
          tell you what I think. I think
          you're a little whore, and a bad
          influence on her. And I think that
          if you tell anyone about... what
          I'm about to do... you'll regret
          it.
          Rebecca, one hand still on Tracy's mouth, slides her other
          hand beneath the shower curtain. Tracy's eyes widen further.
          Rebecca finds what she's looking for... gets the grip she
          needs... and violently jerks her hand out of the curtain.
          A muffled scream from Tracy. Tears stream down her face.
          Rebecca stands. As Tracy sobs quietly on the shower floor,
          Rebecca looks down at...
          The bloody ring in her hand.

                         REBECCA
          Nice belly ring.
          She tosses it to Tracy... and walks away.

          INT. FRAT HOUSE LIVING ROOM - NIGHT

          Sara and Stephen are sitting on a couch. His arm around her
          shoulder, lightly playing with the ends of her hair.

                         STEPHEN
          I'm going to flunk my test
          tomorrow, thanks to you.

                         SARA
          Then let's make sure it was worth
          it.
          She gives him a slow, lingering kiss.

                         STEPHEN
          Duh, joke's on you. I was going to
          flunk anyway.
          She smiles.

                         

                         

                         

                         

          49.

          INT. DORM ROOM - NIGHT

          Rebecca sits on her bed, petting Cuddles, blood still on her
          fingers, humming the tune that Tracy was humming in the
          bathroom. She hears steps and voices in the hallway. She
          smiles -- must be Sara.
          She quickly turns off the light and pretends to sleep. But
          the steps pass her door and keep going. Not Sara.
          She turns on the light. Worry in her eyes. She picks up her
          cell phone and dials.

          INT. DORM LOUNGE - NIGHT

          Sara and Stephen step off the elevator. Time to say goodbye.

                         STEPHEN
          Thanks for helping me... not study.

                         SARA
          Anytime.
          He kisses her. Sweet and tender. Until... Sara sees Rebecca.
          Standing just five feet away. Staring at them.

                         REBECCA
          Where were you?

                         SARA
          Oh, hi.

                         REBECCA
          I kept calling and calling.

                         SARA
          Oh. I turned my cell off at the
          library and forgot to turn it back
          on.

                         (FRAZZLED)
          Rebecca... this is Stephen.
          He flashes a smile. Rebecca doesn't even look at him.

                         REBECCA
          I'm going to bed now. I'm glad
          you're okay.
          She walks out of the lounge. A beat. That was awkward. Sara
          bites her lip, as if to say: "What can you do?"

                         

                         

                         

                         

          50.

                         STEPHEN
          You got a curfew?

                         SARA
          Well, she's right...I shoulda
          called.
          He smiles -- no big deal. He kisses her and steps into the
          elevator. They look at each other, waiting for the ancient
          doors to close. Stephen steps forward and sneaks in one more
          kiss. The doors close.
          Sara smiles; what a night. She glances down toward her door
          and sighs.

          EXT. QUADS - MORNING

          Sara and Rebecca walk in silence, sipping their coffees.
          Rebecca looks straight ahead, listening to her Walkman. As
          they reach the fork in the path...

                         SARA
          I guess I'll see you later.

                         REBECCA
          Sara...

                         (SHE TURNS)
          Last night. I was just worried
          about you.

                         SARA
          You don't need to worry about me.
          I can take care of myself. Okay?
          Rebecca slowly nods.

                         REBECCA
          Sara. We're good, right?
          A beat. Sara nods and smiles.

          INT. LIBRARY - DAY

          Sara and Stephen at a table, books spread around them.
          Stephen is reading Rolling Stone.
          Sara's on her laptop, checking her Facebook page. She gets a
          message for adding a new friend... from Rebecca. She clicks
          to add her.

                         

                         

                         

                         

          51.

          INT. LIBRARY

          Rebecca sits in a chair on the other side of the library.
          Unbeknownst to Sara and Stephen, Rebecca watches them through
          the glass.

          INT. LIBRARY

          Sara clicks onto Rebecca's Facebook page. She's listed only
          one friend: Sara. She's posted the picture of her and Sara in
          front of the graffiti wall. And some of her drawings. And a
          picture of a pretty brunette teenager, captioned "Maria."
          Sara looks at Rebecca's interests. Favorite Artist: Richard
          Prince. Favorite Passion: Drawing. Favorite movie: Coyote
          Ugly. Sara smiles. Best Friend: SARA. Her smile fades.

                         SARA
          I'm already her best friend?

                         STEPHEN
          That's a little sad.

                         SARA
          Stop.
          But the look on her face says she agrees.

                         STEPHEN
          Maybe she REALLY likes you...if you
          know what I mean.
          She looks at him quizzically.

                         SARA
          I don't.
          He just looks at her, raising his eyebrows suggestively.

                         SARA (CONT'D)
          You... are...a...moron.
          He grins.

          INT. LIBRARY - PERIODICAL RACKS

          Rebecca watches Stephen kiss Sara, her expression is tough to
          read. Is she jealous... or entranced? Sara gets up and
          leaves. Stephen goes to the stacks.

                         

                         

                         

                         

          52.

          INT. LIBRARY - STACKS - LATER

          Stephen, alone, searches for a book among the remote stacks.
          The stacks are massive and endless -- row after row of them.
          Stephen thumbs through books, not finding the one he needs.
          He drops a book and bends down to pick it up. Over his
          shoulder, we see...
          REBECCA'S EYES in the space between the shelves. She's in the
          next aisle over.
          Stephen replaces the book. He walks down the aisle, looking
          at the numbers of the books.
          Rebecca mimics his pacing as she follows him down her aisle.
          Her hands gently brush against the books, her eyes on
          Stephen. He turns in her direction and stops in his tracks.
          So does Rebecca. She's completely still.
          Stephen walks over. He puts his hand on the book that covers
          Rebecca. He's about to pull it out and reveal her. But it's
          not the right one. He keeps walking.
          He reaches the end of his aisle... and Rebecca the end of
          hers. She's right around the corner from him. He reads the
          markers at the end of the aisle, trying to figure out which
          direction to go.
          Rebecca's hands are sweaty. She's nervous. Does she want to
          get caught? Stephen turns right, away from her, and starts
          down the next aisle.
          Rebecca softly exhales. And now whispers to herself.

                         REBECCA
          Stephen.
          Stephen stops dead. Did he hear something? Guess not. He
          keeps going, scanning the book numbers again.

                         STEPHEN
          Shit, wrong aisle.
          He doubles back, and turns into Rebecca's aisle. But it's...
          EMPTY. We hear a door close in the distance.

                         

                         

                         

                         

          53.

          EXT. PARK - NIGHT

          Stephen and Sara walk on a tree-lined path. Holding hands. He
          checks his watch.

                         STEPHEN
          Should we head back home?
          They walk by a small playground comprised of the slide,
          jungle gym, etc.

                         SARA
          The question is "whose home?"

                         STEPHEN
          Hmmm...

                         SARA
          I'll make you a bet. I go back to
          your place or you take me home to
          my twin bed and roommate.

                         STEPHEN
          What's the bet?
          She eyes the jungle gym.

                         CUT TO:

          EXT. PARK - PLAYGROUND - NIGHT

          Sara and Stephen are each hanging from the jungle gym. This
          has been going on for a few minutes. Both straining.
          Stephen's worse off.

                         STEPHEN
          This is kind of a stupid bet.

                         SARA
          Why'd you agree?

                         STEPHEN
          Apparently, I'm kind of a stupid
          guy.

                         SARA
          Making me laugh isn't going to help
          you.
          They stare each other down. She's stifling a laugh, much
          more in control as Stephen is straining.

                         

                         

                         

                         

          54.
          He tries to swing his legs and kick her. She avoids him. He
          catches a peek at her bare midriff. Finally, this makes him
          fall. She then lets go, victorious.

                         SARA (CONT'D)
          I was a gymnast until I hit a
          growth spurt my freshman year.
          Stephen brushes himself off. Dejected that he was "this
          close". She walks up to him. Cocky. Gives him a playful
          shove.

                         SARA (CONT'D)
          So I win.
          He gives her a playful shove back.

                         STEPHEN
          So.
          She seductively walks back towards him. Takes his hand.

                         SARA
          So...let's go back to your place.
          She gives him a seductive grin.

          INT. DORM ROOM - NIGHT

          Rebecca sketches in her bed. She looks at the clock: 1:00
          a.m. And no Sara. History is repeating itself.. .and Rebecca's
          pissed. She rips out her sketch page and throws it away.
          She starts pacing the floor. She angrily moves Sara's chair
          back to her side. She whips out her phone and eyes the dial
          button. She starts to dial... but kills the call.
          She picks up her sketchpad again. Suddenly:
          A BUZZING SOUND from Sara's desk. Rebecca pulls out the desk
          drawer and finds Sara's cell phone. On the call screen:

          "JASON".
          A long beat. She pushes the talk button... but just listens.

           JASON (O.S.)
          Sara?

                          REBECCA
          Mmmm?

                         

                         

                         

                         

          55.

           JASON (O.S.)
           Sara, you answered. Thank you. Can
           we talk... about us?
           Rebecca's eyes clear. She's in control again. She sits down
           on Sara's bed, tossing Cuddles roughly to the floor. And now
          she lies down.

                          REBECCA

                          (WHISPERS)
          I miss you.
          She moves her hand across her stomach.

           JASON (O.S.)

                         (RELIEVED)
          You do?

                         REBECCA
          I want you, Jason.

           JASON (O.S.)
           I.. . want you, too. But...
          Rebecca's hand moves toward her panties.

                          REBECCA
           I miss touching you. Do you miss
           touching me?

           JASON (O.S.)
           Like you wouldn't believe.

                          REBECCA
           Prove it.

          INT. PSI U. FRAT HOUSE - HALLWAY - NIGHT

          Sara and Stephen slam along the walls, in a fever. Kissing
          madly, missing each other's mouths. At his door... he cracks
          it open and peeks inside.
          His room is a disaster. Definitely a new world record for
          empty beer cans, pizza boxes, and strewn clothes.

                         STEPHEN
          Just give me thirty seconds.

                         SARA
          You're kidding.

                         

                         

                         

                         

          56.
          But he slips into the room and closes the door behind him.
          Sara leans back against the wall. Flushed, breathing hard.

          INT. FRAT HOUSE - ROOM - SAME

          Stephen is a whirlwind. He tosses everything -- beer cans,
          clothes, study papers -- into one big garbage bag.

                         STEPHEN
          Almost there.

          SARA (O.S.)
          (through the door)
          I'm going to start taking my
          clothes off out here.

                         STEPHEN
          Yeah, right.
          He's not quite buying it... but he's cleaning faster.

          SARA (O.S.)
          Oops! There goes my shirt...
          She's got his attention now. He speeds up.

                         STEPHEN
          You know I don't believe you.

                         (WORRIED)
          Wait, goddamnit, that's supposed to
          be my strip tease.

          SARA (O.S.)
          There go the jeans.
          He's popping breath mints... while clearing off his bed.

                         STEPHEN
          I'm just going to put your clothes
          back on and make you strip again.

          SARA (O.S.)
          Hmmm. What's next? Top or bottom?
          Stephen stops and stares at the door.

          INT. FRAT HOUSE - HALLWAY - SAME

          Sara stands there, fully dressed. She looks down the empty
          hallway.

                         

                         

                         

                         

          57.

                         SARA
          Who do we have here? Hey guys! Let
          me ask you. Bra or panties? Bra?
          Okay, okay. Just calm down.
          The door swings open. Stephen stands in front of her,
          grinning.

                         STEPHEN
          I knew you didn't have the guts.
          She flicks her bra at his face. He catches it, shocked. He
          tosses it aside and yanks her into the room. The door slams
          shut behind them.

          INT. DORM ROOM - SAME

          Rebecca is breathing harder and faster now. Still holding the
          phone, from which we hear Jason's moans.

                         REBECCA
          Say my name, Jason. Until I tell
          you to stop.
          She puts the phone on speaker and lays it on the pillow
          beside her. Both her hands ease back under the covers.

          JASON (O.S.)
          Sara... Sara... Sara...
          Rebecca writhes, eyes closed.

          INT. FRAT HOUSE - ROOM

          Sara and Stephen make out in bed, half-naked. He lies on top
          of her. Looking into her eyes. Sweet and intimate.

                         STEPHEN
          Sara...

          INT. DORM ROOM - SAME

          Rebecca writhes and moans.

          JASON (O.S.)
          Sara... Sara...
          They moan together. Louder and louder... and now they finish.
          A long beat.

                         

                         

                         

                         

          58.

          JASON (O.S.)
          (catching his breath)
          Jesus, Sara. That was incredible.
          Rebecca smiles.

          JASON (O.S.)
          I miss you so much.
          Her smile dies. She picks up the phone. A cruel gleam in her
          eyes.

                         REBECCA
          Don't ever call me again.
          She kills the call. And now deletes it from the phone log.

          EXT. CARNEGIE DORM - MORNING

          Carnegie Dorm on a bright, clear morning.

          INT. DORM ROOM - DAY

          Sara, hair mussed up but eyes shining. Sara opens her door
          and steps in. She's tentative, expecting Rebecca to jump down
          her throat. But Rebecca smiles.

                         REBECCA
          Well, good morning.

                         SARA
          Hey. Sorry I didn't call. I forgot
          my phone.

                         REBECCA
          No problem.
          Sara opens her desk drawer and grabs her phone. She quickly
          checks. No calls.
          Rebecca looks Sara over and smiles.

                         REBECCA
          Come on...don't I get any details??

                         SARA

                         (SMILING)
          A nice girl doesn't kiss and tell.
          They laugh. A nice, easy vibe between them.

                         

                         

                         

                         

          59.

                         SARA
          You want to go get some breakfa--
          Before she can finish, Cuddles bolts out the door and down
          the hallway.

                         SARA
          Oh no.
          Sara chases after her as Rebecca gets up from her bed.

          INT. HALLWAY

          Sara turns the corner to see...
          The resident assistant, with Cuddles cradled in her arms.
          Sara apprehensively walks up to him.

          R.A.
          Is this your cat, Sara?

                         SARA
          Maybe...

          R.A.
          She's cute...
          She nods as she gingerly takes Cuddles from his arms. She
          turns to walk back to the room.

          R.A.
          And if you keep her, I lose my job.
          Do we understand each other?
          She stops. Turns. Looks at him.

                         SARA
          Yes.
          Sara walks back to her room. Rebecca stands in the doorway.
          They exchange despondent looks. Screwed.

          INT. IRENE'S APARTMENT - NIGHT

          Irene opens the door and Sara walks in.

                         IRENE
          What took you so long?

                         SARA
          I walked.

                         

                         

                         

                         

          60.

                         IRENE
          You didn't!

                         SARA
          It's ten bucks for a cab and I'm a
          student.

                         IRENE
          Sara! You can't just walk around
          downtown L.A. at night. This is
          not Des Moines.

                         SARA
          Duh?

                         IRENE
          Seriously, listen to me. That's
          why I own a gun.
          Sara's shocked.

                         SARA
          What?!

                         IRENE
          Absolutely! Big cities are
          crawling with crazies.
          Sara moves into the apartment. Her phone rings. She
          answers.

                         SARA
          Hey. Oh, Hi. Yeah, I'm over at
          Irene's. I meant to leave you a
          note. Uh huh, uh huh, oh! That's a
          good idea. Let me check, hold on.
          Sara covers the phone and turns to Irene.

                         SARA

                         (TO IRENE)
          Do you like cats?

                         IRENE
          Yeah, why?

                         SARA
          We have to get rid of one.

                         IRENE
          Can't. Travel too much. Poor
          thing would starve to death.

                         

                         

                         

                         

          61.

                         SARA
          You're right.
          (back into phone)
          No, she can't. Huh? Oh I don't
          know... whenever I get there. Bye.

                         IRENE
          Who was that?

                         SARA
          My roommate. More than a little
          overprotective.

                         IRENE
          That's no fun.

                         SARA
          So, where is it?

                         IRENE
          What?

                         SARA
          You said you had a surprise for me?

                         IRENE
          Oh yeah. I went through my
          closet. There's nothing here I've
          worn in the past six months.
          Irene walks toward the couch where there's a pile of clothes.

                         SARA
          You're kidding, all of these?! Oh
          no.

                         IRENE
          What ...what?

                         SARA
          We have no closet space at the
          dorms. Rebecca's already using
          half of mine.

                         IRENE
          Oh my God, I just had the best
          idea.

                         SARA
          What?

                         IRENE
          Why don't you move in here with me?

                         

                         

                         

                         

          62.

                         SARA
          Seriously?

                         IRENE
          Yeah, I'm never here. The place is
          huge. Ditch the roommate. And,
          the building allows pets.

                         SARA
          Huh. Let me talk to Rebecca about
          it.

                         IRENE
          Great.

                         (BEAT)
          So, how's Jason? I really liked
          him.

                         SARA
          We broke up.

                         IRENE
          Yeah ...he sucked.

          INT. DORM ROOM - NIGHT - LATER

          Sara stuffs her new clothes into her tiny closet. The bags
          spill out into the room, taking up floor space.
          Rebecca sits on her bed, her laptop open. She's staring at
          Irene's Facebook Profile. There are some racy pictures of
          Irene and some girlfriends.

                         REBECCA
          Hey. What're those?

                         SARA
          Irene gave them to me. She had a
          lot more but we don't have the
          room.

                         REBECCA
          Too bad she couldn't take Cuddles,
          huh?

                         SARA
          Well, maybe that's not a problem.

                         REBECCA
          Really?

                         

                         

                         

                         

          63.

                         SARA
          Yeah. She actually suggested that
          I move in with her.

                         REBECCA
          What?

                         (BEAT)
          You want to move?

                         SARA
          No, of course not. I love living
          here... with you.
          Sara smiles as she sits down next to Rebecca, trying to put a
          bright spin on things.

                         SARA
          Look, I'd still technically be
          living here. So you wouldn't have
          to get a new roommate. Her place is
          huge and it's not like you couldn't
          use the extra closet space. I'd
          just move some of my stuff over,
          and spend a few nights a week
          there. We'd both have a lot more
          space.

                         REBECCA
          I don't want more space. I want...
          She checks herself. A beat of awkward silence.

                         SARA
          Nothing's set in stone. It's just
          something to think about. Plus we'd
          be able to keep Cuddles.
          As Sara hangs more new clothes in her closet, Rebecca stares
          across the room at...
          Cuddles.

          EXT. QUADS - DAY

          As Sara crosses the quads, she spots Tracy up ahead, walking
          by herself.

                         SARA
          Tracy!
          Tracy slows for a split-second, then keeps walking. As if she
          didn't hear anything. Sara hurries to catch up with her.

                         

                         

                         

                         

          64.

                         SARA
          Tracy... hey.

                         TRACY
          Oh, hey.
          Tracy smiles, but weakly. The girl's lost all her sparkle.
          Her eyes dart around nervously, like a bird's.

                         SARA
          I heard you changed dorms.

                         TRACY
          Yeah, Conrad Hall. Seemed like a
          better vibe.

                         SARA
          Well, we should get together. Like
          grab a bite or something. Right?

          REBECCA (O.S.)
          Sara!
          Sara turns and waves at Rebecca.

                         SARA
          Hi.
          Rebecca starts to walk over to Tracy and Sara.

                         TRACY

                         (TO SARA)
          I'll call you.
          But she's already walking away.

                         SARA
          Tracy?!

                         REBECCA
          What was that about?

                         SARA
          I don't know. She just walked
          away.

                         REBECCA
          Well, she's always been a flake.

                         

                         

                         

                         

          65.

          INT. CAMPUS COFFEE SHOP - LATER

          Sara whips up a latte for a customer, her cell phone to her
          ear. She's really got the hang of this job now. In charge,
          moving with a purpose.
          She snatches an issue of High Times from her co-worker's hand
          and points him toward the sink. He starts washing blenders.

                         SARA

                         (INTO PHONE)
          Hey. I do so call, Mom. Geez.
          Her latte customer rolls his eyes. Moms. He takes his drink
          and walks away.

                         SARA
          Well, actually, I was thinking I'd
          do Thanksgiving here and see you
          guys for Christmas.
          She listens, her face telling us that she doesn't like what
          she's hearing.

                         SARA
          Ya know what, I'm at work, and I'm
          really getting slammed...
          There isn't another customer in sight.

                         SARA
          I'll call you later, okay? Tell
          Dad I said hello. Bye.
          She hangs up the phone and sighs.

          INT. DORM ROOM - DUSK

          Rebecca gathers her laundry into a giant duffle bag. As she
          carries it toward the door, she passes Cuddles, curled up on
          Sara's bed. She scoops her up.

                         REBECCA
          Looks like it's just you and me
          tonight.

          INT. DORM BASEMENT HALLWAY - DUSK

          Rebecca walks downstairs, down the hallway to the laundry
          room.

                         

                         

                         

                         

          66.

          INT. LAUNDRY ROOM - LATER

          Rebecca waits for her clothes to finish drying. Cuddles plays
          with a sock on top of a nearby washer.
          Rebecca checks on her clothes. They're dry, with two minutes
          still left on the timer. She stuffs the clothes into her
          duffle bag. She walks to the washers and picks up Cuddles.
          She pets her gently.
          She walks back to the dryer and places Cuddles inside.

                         REBECCA

                         (BABY TALK)
          See how nice and warm it is in
          there?
          Cuddles seems to enjoy the warmth. Rebecca closes the door
          and watches the confused kitten paw at the glass.
          She gently pushes the start button, just enough to get the
          dryer moving for a sec. Cuddles stumbles, falls over, and
          gets back up.
          Rebecca pushes the button again, a little longer this time.
          Cuddles stumbles. Flips over.
          The dryer beeps. OUT OF TIME. Cuddles meows at Rebecca,
          wanting out. She reaches into her pocket... and pulls out her
          last quarter. She gently places it in the slot.
          ON DRYER DISPLAY: 15 MINUTES. Rebecca stares through the
          glass at the kitten. She fingers the button.
          Before she pushes it --

                         CUT TO:

          INT. DORM ROOM - LATER

          Sara walks in to find Rebecca sprawled on her bed, crying.
          She rushes over.

                         SARA
          Hey, what's wrong?
          Rebecca looks up at her, eyes red. Ashamed.

                         REBECCA
          Cuddles got out.

                         

                         

                         

                         

          67.

                         SARA
          Oh no. In the dorm?

                         REBECCA
          Outside.

                         SARA
          What?!

                         REBECCA
          I was doing laundry... I took her
          with me... She jumped out of the
          bag and ran outside. I went after
          her, but...

                         (WHIMPERS)
          I'm so sorry.
          Sara stands, pissed. She wants to really go off on Rebecca...
          but the girl's so distraught, so fragile.

                         SARA
          Maybe she'll come back.

                         REBECCA

                         (EMPHATIC)
          She won't.

                         SARA
          I'm going to go find her.

                         REBECCA
          Do you want me to help?
          But Sara's already gone, slamming the door behind her.

          INT. CAFETERIA - MORNING

          Sara and Rebecca sit alone at a table. Eating quietly.

                         SARA
          Maybe it's... just karma or
          something. We weren't allowed to
          keep her anyway.

                         REBECCA
          You're not mad at me?

                         SARA
          It was an accident.

                         (BEAT)
          It's just... stress after stress,
          you know?

                         

                         

                         

                         

          68.

                         REBECCA
          Is something else wrong?
          A beat as Sara decides whether to confide.

                         SARA
          My parents really want me to come
          home for Thanksgiving.

                         REBECCA
          You don't want to go?

                         SARA
          It's not exactly the most festive
          holiday in the Matthews household.

                         (BEAT)
          Emily died two days before
          Thanksgiving.
          A beat. Rebecca pats Sara's hand.

                         SARA
          I know I should be there with them,
          but it's like there's a ghost at
          the table.

                         REBECCA
          You can come with me.

                         SARA

                         (THROWN)
          What?
          Rebecca sits up, her excitement growing.

                         REBECCA
          Yeah, spend Thanksgiving at my
          house.

                         SARA
          Your folks wouldn't mind?

                         REBECCA

                         (LAUGHS)
          Please. Like they'd even notice.

                         SARA
          Okay, we'll see. Thanks.

                         

                         

                         

                         

          69.

          INT. CLASSROOM - DAY

          Professor Roberts stands at the blackboard, wrapping up a
          lecture.

                         PROFESSOR ROBERTS
          Your midterm designs are due
          Friday. Remember, class:
          Simplicity. Who founded our
          industry? Eve -- when she handed
          Adam that fig leaf.
          Students laugh on their way out the door. As Sara walks past
          Roberts...

                         PROFESSOR ROBERTS
          Sara. Could I see you in my office,
          please?

                         SARA

                         (SURPRISED)
          Sure. I've got a class right now.
          But I'll come right after it.

          INT. OFFICE - DAY

          Sara knocks on Professor Roberts' open door. She steps into
          his office. It's small and intimate, with books stacked along
          every wall. Scraps of fabric are pinned to cork boards.
          Roberts smiles at her from his chair. He walks to the door
          and closes it. He walks back, pulls a chair close to hers,
          and sits down. She crosses her legs, her knees accidentally
          brushing against his.

                         PROFESSOR ROBERTS
          I don't think I need to tell you
          how impressed I've been with your
          work.

                         (BEAT)
          Every year I go to Fashion Week in
          Paris. It's dazzling. The photo
          shoots... the parties... that
          incredible runway. When the first
          model bursts through the curtain
          and hits that catwalk? Sara, a roar
          goes up from that crowd that's
          like... nothing you've ever heard.

                         (BEAT)
          The college allows me to take one
          student. All expenses paid.

                         (MORE)

                         

                         

                         

                         

          70.

          PROFESSOR ROBERTS (CONT-D)
          Full backstage access. Usually,
          it's a senior.

                         (BEAT)
          But it doesn't have to be.
          Sara's pulse is racing.

                         SARA
          I'm not sure I understand. Are you
          saying what I think you're saying?

                         PROFESSOR ROBERTS
          I'm saying you have a shot. You'd
          have to earn it, Sara.

                         SARA
          Of course. I'll do... anything.
          Roberts stands and walks to the window. He looks out at the
          quad... and now turns back to Sara.

                         PROFESSOR ROBERTS
          I'd like to see more danger in your
          work. Your designs are always
          crisp; they're always clear. But
          they're a little... safe.
          That stung. Sara can't keep the red from rising in her face.
          Roberts walks over to her.

                         PROFESSOR ROBERTS
          Don't be afraid to go to some of
          the...
          He delicately taps her temple.

          PROFESSOR ROBERTS (CONT'D)
          darker places in here.

                         SARA
          Okay...
          He squats beside her, his hand on her shoulder now. He looks
          into her eyes.

                         PROFESSOR ROBERTS
          The best designers push the
          boundaries of what's... acceptable.
          They take chances. Do you like to
          take chances, Sara?

                         SARA
          Sometimes.

                         

                         

                         

                         

          71.

                         PROFESSOR ROBERTS
          So do I.
          He kisses her. Sara pushes him away, jumping out of her
          chair. She stands in front of him, shaking.

                         SARA
          I can't believe you just did that.

                         PROFESSOR ROBERTS
          I took a chance, that's all. With a
          student that I trust.

                         SARA
          I better go.
          Sara grabs her books. As she heads for the door...

                         PROFESSOR ROBERTS
          Paris, Sara. Fashion Week. Don't
          blow the chance of a lifetime.
          She hurries out of the office.

          INT. LIBRARY - DAY

          Rebecca sits alone at a study table. Sara walks up and drops
          down her books. THUD. Students look over from other tables.
          Sara doesn't care. She sits down and stares blankly into
          space, trying to forget what just happened. Rebecca leans
          over, concerned.

                         REBECCA
          What's wrong?

                         SARA
          My design professor just kissed me.
          Rebecca turns very serious. She gets up and sits down next
          to Sara.

                         REBECCA
          Are you alright?
          Sara nods.

                         SARA
          Yeah, it just really creeped me
          out. And I think the asshole's
          married.

                         

                         

                         

                         

          72.
          Rebecca puts her hand on Sara's.

          INT. OFFICE - NIGHT

          Professor Roberts at his desk, set to call it a day. He
          tosses some design sheets into his briefcase.
          He opens a desk drawer... grabs his wedding ring... and slips
          it onto his finger.
          He hears FOOTSTEPS in the hallway. The sexy, unmistakable
          clicking of a woman's heels. They come closer... and now stop
          at his door.
          Roberts watches the door, waiting for a knock. Nothing. He
          walks to it. He can see the silhouette of two feet at the
          bottom of the door. He smiles -- Sara, coming back to him.
          He opens the door, revealing:
          Rebecca. She wears a snug v-neck cardigan, skin-tight black
          jeans, and silver stiletto heels. A small purse on her
          shoulder.
          Roberts swallows his surprise.

                         REBECCA
          Professor Roberts?

                         PROFESSOR ROBERTS
          That's right.

                         REBECCA
          I'm glad I caught you.

                         PROFESSOR ROBERTS
          Actually, I was just...
          But Rebecca steps past him into the office, her heels
          snapping on the worn hardwood floor.

          INT. OFFICE - NIGHT

          Roberts, a little annoyed but also intrigued, follows her
          back inside. They face each other.

                         PROFESSOR ROBERTS
          You're not one of my students.

                         REBECCA
          Not yet. That's why I'm here.

                         

                         

                         

                         

          73.
          She steps to his desk and leans against it. Her cool manner
          is disarming. A beat.

                         REBECCA
          I'm failing Intro Pysch.

                         PROFESSOR ROBERTS
          And why is that?

                         REBECCA
          Because I'm bored. I thought it
          would be all about Freud, and deep
          dark secrets. But it's brain
          chemistry. Synapses. I can't stay
          awake in class.

                         PROFESSOR ROBERTS
          I'm sorry to hear that. But I'm not
          sure what I can do to help.

                         REBECCA
          Tomorrow's the last day to drop a
          course without penalty. Unless I
          can add another one in its place,
          I'll fall way behind in credits.
          Daddy won't take that very well. He
          might even pull the plug. Which
          means...

                         (BEAT)
          I'm pretty much at your mercy,
          Professor.
          Roberts smiles. This girl is a trip. Is she for real? She's
           so calm, so steady. Roberts can't get a handle on her.

                         PROFESSOR ROBERTS
          Look, I've always made it a policy
          not to accept any students this
          late in the term.

                         REBECCA
          Do I look like just any student to
          you?
          She smiles... and eases up onto his desk. Facing him. Pretty
          feet dangling, ankles locked. Jesus.
          She eases her purse off her shoulder and onto the desk. She
          sees the framed picture of a WOMAN AND TWO KIDS. She picks it
          up.

                         REBECCA
          Your wife is very pretty.

                         

                         

                         

                         

          74.

                         PROFESSOR ROBERTS
          Ex-wife .
           The game is on now. Roberts slowly walks around the desk,
          until he's behind Rebecca.
           In the picture frame's reflection, Rebecca sees him slip off
          his wedding ring. He palms it.

                         PROFESSOR ROBERTS
          A few things I'd need to know.

                         REBECCA
          Ask me anything.
          He's circling the desk now. Predator and prey.

                         PROFESSOR ROBERTS
          Do you have any design experience?

                         REBECCA
          None.

                         PROFESSOR ROBERTS
          What do you know about clothes?

                         REBECCA
          Only one thing.

                         PROFESSOR ROBERTS
          And what's that?

                         REBECCA
          I definitely look better out of
          them than in them.
          What an answer. Roberts stops in front of her. He moves in
           close, between her parting legs. He looks into her eyes.
          Still steady.

                         PROFESSOR ROBERTS
          I think we might be able to work
          something out.

                         REBECCA
          Great. Just tell me and I'll do
          anything.

                         PROFESSOR ROBERTS
          Kiss me.

                         (BEAT)
          I'll take it from there.

                         

                         

                         

                         

          75.
          He kisses her. She opens her lips for a tantalizing second,
          and now gently pushes him away. He holds his ground. He's had
          a taste -- he wants a lot more.
          Suddenly, Rebecca's face hardens.

                         REBECCA
          Ow! You're hurting me! Professor,
          stop!...
          Roberts stares at her in shock. He's not even touching her.
          What's going on? Rebecca smiles again.
          This girl is whacked. But damn, Roberts wants her. And her
          eyes are inviting him back. As he presses in to kiss her
          again...
          She rockets a knee into his groin and he crumples to the
          floor, gasping for air. He drops his wedding ring, which
          rolls away across the floor.
          Rebecca steps to the desk, where her purse sits open. We can
          see the Walkman inside. She takes it out. Smiles at him.

                         REBECCA
          Birthday gift. You should get one,
          they're great.
          She slips on the earbuds... plays with the Walkman for a few
          seconds... and now hits the play button. We hear their prior
          conversation, played back.

                         WALKMAN
          Great. Just tell me and I'll do
          anything.

                         (BEAT)
          Kiss me. I'll take it from there.

                         (BEAT)
          Owl You're hurting me! Professor,
          stop!...
          Rage and betrayal in Roberts' eyes.

                         PROFESSOR ROBERTS
          You bitch tease!

                         REBECCA
          Oh, I'm not teasing.
          She starts to circle him now, as he writhes in pain on the
          floor.

                         

                         

                         

                         

          76.

                         REBECCA
          Do you see enough danger in me now,
          Professor? Did I go to a dark
          enough place for you?
          He recognizes his own words to Sara.

                         PROFESSOR ROBERTS
          What? How did?... Who are you?
          He lunges at her ankle. She steps out of his grasp... and
          slams the sharp spike of her heel down on his hand. He yells
          again.

                         REBECCA
          She trusted you.
          She walks toward the door.

                         PROFESSOR ROBERTS
          Please don't do this. Twenty years.
          Everything I worked for. I'll pay
          for that tape.
           Rebecca stops at the door. She kneels, picks up his wedding
           ring, and rolls it across the floor to him.

                          REBECCA
           Yes you will.
           She walks out the door.

          INT. FRAT HOUSE - ROOM

           Sara sits on Stephen's bed. She is looking out the window,
          holding a theory book in her hand.
          Stephen watches her from his side of the bed.

                         STEPHEN
          Anything wrong?
          Sara is taken out of her own world

                         SARA
          What?

                         STEPHEN
          Are you ok?

                         SARA
          Yeah, sure.

                         

                         

                         

                         

          77.
          She smiles. Stephen smiles back.
          Sara looks down in her book again.

          EXT. QUADS - DAY

          Sara looks up at the building. She sighs before she enters.

          INT. HALLWAY

          She walks slowly toward the classroom, letting other students
          pass her. She steps into the doorway and sees...

          INT. CLASSROOM

          A WOMAN, standing at Professor Roberts' podium. She gestures
          for everyone to come in. Sara, like the rest, is confused.

                         WOMAN
          Welcome. I'm Professor Jacobs. I'll
          be taking over the class for the
          rest of the semester.
          Sara can't believe it. She takes a seat and turns to the
          STUDENT next to her.

                         SARA

                         (WHISPERS)
          What happened?

          INT. CAFETERIA - DAY

          Sara walks in with a tray, still a bit dazed. She sees a half-
          dozen hallmates milling about and Rebecca sitting by herself
          in the corner, drawing. Sara joins her.

                         SARA
          Remember what I told you about
          Professor Roberts?

                         REBECCA
          Yeah?

                         SARA
          He's gone.

                         REBECCA
          What do you mean?

                         

                         

                         

                         

          78.

                         SARA
          Well, they're calling it a leave of
          absence. But what I heard... someone
          sent the dean an anonymous
          recording of him hitting on another
          student.

                         REBECCA
          Oh My God.

                         SARA
          I know.

                         REBECCA
          That's called Karma.

          INT. CAMPUS COFFEE SHOP - NIGHT

          Sara serves up two fresh lattes... and now leans against the
          counter to watch the band. Stephen's band. He catches her
          looking at him. She smiles. Seriously smitten.

          INT. CAMPUS COFFEE SHOP - LATER

          Stephen, sweaty, is behind the counter helping Sara clean up.

                         STEPHEN
          I've made a decision. You ready?

                         SARA
          Lemme hear it.

                         STEPHEN
          I'm gonna quit the band.

                         SARA
          No. Really? Why?

                         STEPHEN
          It's a waste of time-and we suck.

                         SARA
          Why would you say that?

                         STEPHEN
          Well, let me think about this. The
          only places we can get booked is at
          my own frat house and at my
          girlfriend's coffee shop.

                         

                         

                         

                         

          79.

                         SARA

                         (SMIRKS)
          You're right. You guys do suck.
          A beat.

                         SARA
          Hold it. Did you just say
          girlfriend?

                         STEPHEN
          You heard me.

                         SARA
          So you think it'll be fun to stay
          here during Thanksgiving?

                         STEPHEN
          Dinner at the frat, the football
          games. Don't forget the always
          awkward, homoerotic humor.

                         SARA
          Sounds like a blast.

                         STEPHEN
          Oh. For sure.

          INT. DORM ROOM - DAY

          A somber Rebecca stares at herself in the full-length mirror
          on the back of the front door. A very strange expression in
          her eyes. She looks herself over, makes a fist, and now...
          Punches herself on the temple. Hard. She staggers, nearly
          knocked out. She straightens. Looks in the mirror. Her skin
          is already bruising. She punches herself again. Same spot.
          And again, with her other fist this time. And now a shot to
          her shoulder. And another. It's painful to watch. But she's
          getting more and more numb to the blows.
          She inspects herself closely... and now reaches down and
          grabs an artist's UTILITY KNIFE. It looks like a large,
          retractable box cutter. She extends the blade all the way
          out. She pulls up her shirt. Turns to the side a bit. Places
          the knife against her skin and...

                         CUT TO:

                         

                         

                         

                         

          80.

          INT. DORM ROOM - DAY

          Sara opens the door and finds Rebecca curled up in a fetal
          position in a corner of the room. Sobbing. Sara drops her
          things and runs over to her.

                         SARA
          Oh my God. What happened?
          She cradles Rebecca, who buries her head in between her
          knees. Sara checks the bruises on her head and arms.

                         SARA
          Rebecca. It's okay. You're safe
          now. Talk to me.

                         REBECCA
          I was looking for Cuddles. A man...
          pulled me into an alley. He
          tried...
          Sara holds her. She can't finish.

                         SARA
          It's okay. It's okay. Shhh.

                         REBECCA
          I got away.

                         SARA
          You're alright now.
          Sara notices a streak of blood against Rebecca's shirt. She
          pulls it up and sees a slash. Gasps.

          INT. DORM ROOM - DAY

          Rebecca, newly showered, hair still wet, sits on her bed in
          her underwear. Sara is tending to her wounds. Ice for the
          bruises. Disinfectant for the cut. Rebecca flinches.

                         SARA
          It's not deep, thank God. But you
          should see a doctor.

                         REBECCA
          No.

                         SARA
          Rebecca, you need to. And then the
          police.

                         

                         

                         

                         

          81.
          Rebecca pulls back on her bed, ruining the gauze job.

                         REBECCA
          I don't want to. I can't.
          Sara pulls out her cell phone.

                         SARA
          You're calling them, or I am.
          There's a psycho walking around
          this campus.

                         REBECCA

                         (CRYING AGAIN)
          Please. I didn't see him.
          She's so frazzled, she's undoing Sara's nursing efforts.

                         SARA
          Okay, okay. I won't call. Just let
          me help you.
          Rebecca calms down. Let's Sara finish. Watching her intently
          as she works.

          EXT. STREET - DORM - DAY

          Sara's on the sidewalk in front of her dorm with Stephen.
          Inside, the lobby is busy with students getting ready to go
          home for the holiday.

                         SARA
          Sorry about not staying. But,
          Rebecca...

                         STEPHEN
          I get it.

                         (KISSES HER)
          I'm going to make out with my
          pillow and pretend it's you.

                         SARA
          Just say you'll miss me.

                         STEPHEN
          I'll miss you.
          Rebecca pulls up in her car. Sara gets in. Rebecca gives
          Stephen an "I win" look as Sara closes the door.

                         

                         

                         

                         

          82.

          INT. CAR - DRIVING: LATER

          Sara looks down at her phone.

                         SARA
          I haven't heard from Jason in
          weeks. It's weird how he just
          stopped calling.

                         REBECCA
          It's what you wanted, right?
          Sara nods, reassuring herself.

                         SARA
          Yeah. Yeah it is.
          Sara looks out the window. Rebecca shows a hint of a smile.

          EXT. GATED MANSION - DUSK

          Rebecca's car pulls up to the iron gates of a huge mansion
          that could be straight out of Lifestyles of the Rich and
          Famous.

          EXT. SIDEWALK - DUSK

          Rebecca and Sara stand in the driveway, looking up at the
          mansion. Sara is in shock.

                         SARA
          This is your home?

                         REBECCA
          It's my parents house. It was
          never a home.

          INT. FOYER - DUSK

          Rebecca and Sara walk in. Rebecca's on edge, flinching as
          Sara closes the door.
          Rebecca's parents rush in from the living room. Her father
          gives her an awkward hug.

                         DAD

                         (SURPRISED)
          We didn't think you would make it.

                         

                         

                         

                         

          83.
          Her mother sees the bruises on her face.

                         MOM

                         (ALARMED)
          What happened?

                         REBECCA
          Nothing.

                         DAD
          Nothing? This isn't nothing.

                         REBECCA

                         (SNAPS)
          Leave it alone.
          Sara is stunned. But Rebecca's parents cease. Her mom gives
          her a tender, protracted embrace. Rebecca endures it, barely
          raising her arms.

                         DAD
          Hello. And you are?

                         SARA
          I'm Sara.
          She puts out her hand, but cuts Rebecca a look. You didn't
          tell them?

                         REBECCA
          Sara's my roommate.

                         DAD

                         (PLEASED)
          I'm Jeff.
          Rebecca's mother comes over and unexpectedly embraces Sara.

                         MOM
          It's so great to meet you, Sara.
          I'm Alison.
          Rebecca grabs Sara by the arm.

                         REBECCA
          Come on, let me show you my room.

          INT. REBECCA'S ROOM - DUSK

          Rebecca slams the door behind them, startling Sara.

                         

                         

                         

                         

          84.

                         SARA
          You didn't tell them we were
          coming?

                         REBECCA
          They didn't need to know.
          Rebecca plops down on the bed. Sara looks around. It's a
          typical teenage girl's bedroom. Except, no posters. Just
          drawings covering the walls. The drawings are of teenage
          girls -- more precisely, they're different drawings of one
          teenage girl. They're odd, but compelling.

                         SARA
          These are interesting.

                         REBECCA
          Yeah, some of my high school work.
          I haven't gotten around to takin
          them down.

          INT. DINING ROOM - NIGHT

          Family and guest sit around a very nice, but not too large
          dining table. The contents of the house are expensive but
          not pretentious.
          Rebecca plays with her food, clearly not wanting to engage
          her parents, who are undaunted. All smiles and warmth.

                         SARA
          Rebecca's a pretty great artist.

                         JEFF
          Yeah, we think Rebecca is so
          talented.
          Rebecca shakes her head, uncomfortable with the flattery.

                         SARA
          She's an awesome roommate, too.

                         JEFF
          (looks at his daughter,

                         POINTEDLY)
          That's nice to hear and I'm sure
          she likes you because she never
          brings anyone home before.
          Rebecca stares at her father.

                         

                         

                         

                         

          85.

                         REBECCA
          Dad!

                         JEFF
          What? As a parent you worry. You
          protect your daughter all her life
          and then she goes off to college
          and she's on her own. I'm just
          relieved she got a good roommate.
          Sara cuts discreet looks around the table. Who are these
          people?

                         ALISON
          Sara, I'll make up a room for you --

                         REBECCA
          She'll stay in my room.
          Sara turns to Rebecca, confused but willing to go along.

          INT. REBECCA'S ROOM - NIGHT

          Sara and Rebecca are getting ready to sleep. Sara has made a
          makeshift bed in the middle of the floor.

                         REBECCA
          We can share the bed if you want.
          Sara looks down at her own "bed" and takes a glance at the
          walls. On the floor, she's going to be surrounded by the
          drawings of Rebecca looking at her.

                         SARA
          Sure.
          Sara climbs into bed with Rebecca. They lay back to back.
          Rebecca turns the lamp off next to the bed.

                         REBECCA
          Thanks for coming.

                         SARA
          Next Thanksgiving, you can run
          interference with my family.

                         REBECCA
          Done.
          Sara closes her eyes. It's silent. Rebecca turns over. A
          beat. She opens her eyes -- just inches from Sara. She ever
          so slowly raises her hand and gently strokes Sara's hair.

                         

                         

                         

                         

          86.
          Sara opens her eyes for a second. Not sure if she felt
          something. She closes them again.

          INT. HOUSE - NIGHT

          Jeff walks from the stairs into the pitch black kitchen. He's
          lived here long enough to know his way in the dark.

                         KITCHEN
          Jeff opens the fridge. The soft light barely illuminates
          Rebecca, sitting stoically at the table behind her father.
          Jeff jumps. He recovers, standing by the open fridge.

                         JEFF
          Becs. You scared me.
          Rebecca, glass of milk in her hand, gives her father a dirty
          look. We know how much she hates nicknames.

          INT. REBECCA'S ROOM - NIGHT

          Sara wakes up alone in bed. She can hear soft voices from
          downstairs. She climbs out of bed and walks to the door.

          INT. STAIRCASE - NIGHT

          Sara stands at the top of the stairs. She walks down them and
          to the kitchen doorway. She peeks inside to see...

          INT. KITCHEN - NIGHT

          Rebecca and her father sitting at the table. Just the
          moonlight through the window falling over them. Spooky.

                         JEFF
          How're you doing?

                         REBECCA
          Fine. My grades are good.

                         JEFF
          That's not what I meant.
          She looks down at the table.

                         

                         

                         

                         

          87.

                         REBECCA
          I'm making friends.
          Jeff, very subtly, cringes. A long beat.

                         JEFF
          Rebecca, look at me for a second.
          Now she looks at him.

                         JEFF
          Your mother and I are very fond of
          you.

                         REBECCA
          I know.
          He doesn't know what else to say.
          Outside Sara sees the framed photos on the wall.
          Each features Rebecca's parents in some exotic locale: On the
          beach... on the ski slopes... on a cruise ship. They smile
          happily at the camera. Rebecca isn't in a single picture.

                         JEFF
          I just wanted to make sure. Good
          night, I'm heading back to bed.
          He rises. Sara turns and walks up the stairs.

          INT. FRONT DOOR - DAY

          Sara waits by the front door. Alison walks in.

                         ALISON
          Hi Sara.

                         SARA
          Hi. Rebecca's going to show me some
          of her high school hangouts.

                         ALISON
          Wonderful.
          Alison peers up the stairs.

                         ALISON
          Rebecca seems to be doing well.

                         SARA
          Uhhh, yeah. I think she is.

                         

                         

                         

                         

          88.

                         ALISON
          Is she taking her medication?

                         SARA
          Medication?
          Alison turns to see... her daughter at the top of the stairs.
          Did she hear them? She walks down.

                         ALISON
          Hey sweetheart.
          She kisses her on the cheek. Rebecca is annoyed.

                         REBECCA

                         (TO SARA)
          Ready?
          Sara nods, but she's still reeling from Alison's words.
          Medication? She looks back, but Alison waves cheerfully.

                         ALISON
          Have a great time, you two.

          EXT. MAIN STREET - DAY

          It's an affluent but quaint little town's main street.
          Rebecca and Sara stroll down the sidewalk. Sara cuts
          discreet, sideways glances at Rebecca.

                         REBECCA
          Is everything okay?

                         SARA
          Yeah. It's just...
          She wants to ask her about that medication.

                         SARA
          Nice to see where you come from.

                         REBECCA

                         (EMBARRASSED)
          Come on.

          INT. COFFEE SHOP DAY

          Sara and Rebecca are in line for their drinks. The TEENAGE
          CASHIER takes their money... but keeps staring at Rebecca.
          She doesn't pay any attention to him. Sara takes her coffee.

                         

                         

                         

                         

          89.

                         SARA
          Thanks.
          The cashier stares at her, as if trying to figure Sara out.
          What's she doing with Rebecca?
          The girls sit at a table. The cashier and BARISTA keep
          glancing over, whispering to each other. Rebecca shoots them
          a look. Like a warning. They quiet. Start doing busy work.

                         REBECCA

                         (TO SARA)
          I used to come here like every day
          after school.
          The door opens. THREE GIRLS walk in, laughing and chatting.
          One BRUNETTE spots Rebecca and stops dead in her tracks.
          Sara recognizes her. It's MARIA, the girl from Rebecca's
          Facebook, and the subject of all those wall sketches.
          The chatting girls all fall silent.

                         SARA
          You know them?

                         REBECCA
          They went to my high school.

                         SARA
          Friends?
          Rebecca doesn't answer her. She's focused on making eye
          contact with the Brunette.
          The girls linger by the door, whispering among themselves.
          Finally, the Brunette sits down at a table by the entrance.
          As far away from Rebecca's and Sara's table as possible.
          The other two girls walk to the counter. They sneak glances
          at Rebecca as they order their drinks.
          Sara looks back and forth between Rebecca and the girls.
          Rebecca doesn't waver. She keeps staring at the Brunette.
          Suddenly, Rebecca gets up.

                         REBECCA
          Let's leave.
          Rebecca walks towards the door. Sara, confused, gathers her
          things and gets up. Rebecca stops at the Brunette's table.
          The Brunette sits there, like a deer caught in headlights.

                         

                         

                         

                         

          90.

                         REBECCA
          Hello, Maria.

                         MARIA

                         (WARY)
          Hello.
          The other girls walk over. Rebecca, unfazed, looks them over,
          sending shivers down their spines. They want to back up their
          friend, but they look as scared as she does. Sara watches all
          this from a few feet away.
          Rebecca suddenly turns cheerful.

                         REBECCA
          Oh, I wanted to introduce you to
          Sara. My roommate.
          Sara gives a small wave to Maria, who looks her over. Almost
          as if she feels sorry for her.

                         MARIA
          Hi.
          Rebecca keeps eyeing Maria, a superior grin on her face. An
          awkward beat. Everyone's tense. Sara clears her throat.

                         SARA
          Well, we better go.
          Rebecca snaps out of it. Nods. They start to walk out. But as
          they open the door...

                         MARIA
          Rebecca.
          Everyone turns to Maria. She looks Rebecca in the eye.

                         MARIA
          We were never friends.
          Rebecca stares at her, grinding her teeth. The tension
          building. Maria doesn't back down, though. She needed to say
          this. Sara grabs Rebecca's shoulder, gently.

                         SARA
          Come on, let's go.

          INT. CAR - DAY: DRIVING

          Headed back to school. Sara looks out the window. Lost in
          thought.

                         

                         

                         

                         

          91.

                         SARA
          I guess college is a fresh start
          for both of us.
          Rebecca doesn't look at her. Just a hint of acknowledgement
          on her face.
          Sara's phone buzzes. This gets Rebecca's attention. Sara
          looks at the text message she just received from Irene:
          "back in LA. lemme know abt movin in."

                         SARA
          Irene's back in town.
          Sara types and sends a text back. Rebecca watches her.

          EXT. CAMPUS QUAD - DAY

          Sara's running through the quad.

          EXT./INT. DORM - DAY

          Sara, coming in from a run, times it perfectly, sneaking in
          the front door as a student walks out. She bypasses the
          elevator, heading straight to the stairs.

          INT. DORM HALLWAY - DAY

          She bursts out the door and into the hallway.

          INT. DORM ROOM - DAY

          She walks in, still a bit out of breath. Rebecca is packing
          her back-pack.

                         REBECCA
          (not looking up)
          Good run?

                         SARA
          (between deep breaths)
          Great. You wanna go get dinner?

                         REBECCA
          I'm going to the art studio.

                         SARA
          Oh. Okay. Catch you later then.

                         

                         

                         

                         

          92.

                         REBECCA
          Don't wait up, Sara...

                         (GRINS)
          I feel inspired.
          She's out the door. Sara notices that Rebecca left her
          sketchpad behind on her bed. She eyes it for a beat. Looks at
          the closed door.
          As she steps toward the sketchpad... Rebecca charges back in.

                         REBECCA
          Forgot my pad.
          She snags it from her bed and leaves. Sara eyes Rebecca's
          dresser. But first... She walks to the door and opens it.

          INT. DORM HALLWAY

          Sara peeks her head out and looks down both sides of the
          empty hallway. She hears the elevator ding.

          INT. DORM ROOM

          Sara heads straight for Rebecca's dresser. A beat. Is she
          really going to do this? Yes. She slides open the top drawer:
          Supplies. The second drawer: sketchpads. She leafs through
          them: Empty.
          She searches the third drawer: Sweaters. She feels around
          beneath them. Wait a minute. She pulls out:
          Two bottles of prescription medicine. "LITHIUM... For APD."
          Both bottles are full of pills. As Sara stares at them...

          A HAND TAPS HER SHOULDER.
          She leaps out of her socks. But it's just Stephen.

                         STEPHEN
          Your door was open.

                         SARA
          Oh my God.

                         STEPHEN
          Sorry.
          Sara grabs him and gives him a long hug. Stephen holds her
          tight and speaks, muffled by her neck.

                         

                         

                         

                         

          93.

                         STEPHEN
          What are those?
          A beat. Should she bring him into this?

                         SARA
          That's what I intend to find out.

          INT. SUBWAY TRAIN - NIGHT

          Rebecca is standing up, back pack around her shoulder, her
          drawing pad in her other hand. Her arm is wrapped around a
          pole for balance. She stares out the window. No emotion. She
          looks like she's staring at her own reflection. The train
          comes to a halt. Riders shuffle around.
          Rebecca sees a seat open up and sits down. She opens her
          drawing pad and starts on a blank piece of paper. She looks
          up and we see what she's been staring at:
          Irene.

          INT. DORM ROOM - NIGHT

          Sara and Stephen stand at Sara's desk, over her computer.
          Sara googles "Lithium and APD", and clicks on an entry.

                         SARA

                         (READING)
          APD -- anti-social personality
          disorder. Also known as sociopathy.
          They look at each other.

                         STEPHEN
          Jesus. I thought she was just
          weird.

                         SARA
          It says lithium can control the
          condition.
          (nodding at the bottles)
          Maybe these are refills. Maybe
          she's been taking it all along.

                         STEPHEN
          Certainly doesn't seem like she's
          been taking them.
          He's right and she knows it. A beat.

                         

                         

                         

                         

          94.

                         SARA
          I think it's time I moved in with
          Irene.

          INT. NIGHT CLUB - NIGHT

          A stylish, hip night club. A sophisticated crowd. Irene and
          three FRIENDS sit in the lounge section, sipping exotic
          martinis and watching the dance floor.
          And on that dance floor one particular woman dances by
          herself, lost in the music, oblivious to everything around
          her. She turns as she dances and we see that it's Rebecca.
          Irene gets up and heads towards the bathroom. As she winds
          her away around the borders of the dance floor, she notices
          Rebecca. She pauses to watch her. THEIR EYES MEET FOR MORE

          THAN AN INSTANT, IRENE SMILES AND WALKS AWAY. REBECCA CLOCKS

          IT, WHAT'S UP WITH THAT?

          INT. NIGHT CLUB - BATHROOM - NIGHT

          Irene stands at the mirror, fixing her make-up. The door
          opens and closes. She glances over to see Rebecca walking in.
          Rebecca steps to the sink, just a few feet down from Irene.
          She's out of breath, a sexy sheen of sweat on her arms.
          Irene breaks out a tube of lip gloss. Rebecca is watching her
          in the mirror, and Irene knows it. She applies the gloss and
          smiles at the little kick it gives her. Her eyes find
          Rebecca's in the mirror.

                         IRENE
          I'm sorry to stare, but you are so
          beautiful.

                         REBECCA SMILES

                         REBECCA
          Thanks. So are you. Great lips.
          What kind is it?

                         IRENE
          It's cinnamon. Caffeinated. A girl
          never knows how late she's gonna
          party.
          Rebecca smiles. A beat.

                         

                         

                         

                         

          95.

                         REBECCA
          Can I try it?
          Irene hands her the lip gloss... Rebecca takes her hand and
          pulls her close. She kisses Irene full on the lips.

                         REBECCA
          You're right... cinnamon.
          Irene smiles.
          This room's heating up fast. Irene's eyes meet Rebecca's.

                         REBECCA
          Why don't we get out of here. I'd
          invite you to my place, but I have
          a roommate.

                         IRENE
          As luck would have it, I'm only two
          blocks away and...no roommate.

                         REBECCA
          What are we waiting for?

          INT. IRENE'S BEDROOM - MORNING

          An alarm clock buzzes with no effect to Irene who is dead to
          the world. She grunts and finally opens her eyes. She wipes
          the sleep from her eyes, she looks around confused, looks to
          the empty side of her bed where someone had obviously spent
          the night. Irene sits up and turns off the alarm..

                         IRENE
          Shit.
          She looks at an empty glass on her bedside table.

                         CUT TO:

          INT. IRENE'S BEDROOM - MORNING

          Irene get's up with the empty glass in her hand. She
          stumbles out into the...

          HALLWAY.
          She staggers to keep her balance on her way to the kitchen.
          We stay in the hallway as Irene enters in the kitchen and
          switches on the light.

                         

                         

                         

                         

          96.
          We can see her shadow in the hallway and hear Irene fill her
          glass. It's quiet for a moment. She drinks. She fills the
          glass again.
          Irene comes back into the hallway with glass in hand. She
          switches off the light in the kitchen. But as she starts to
          go back to her room ...WHAM!!
          Rebecca charges out of nowhere and crashes into Irene.

          CLOSE UP: GLASS EXPLODES ON THE FLOOR

          EXT. CITY STREET - MORNING

          Sara is going for a run through the city. She stops at an old
          art deco apartment building.

          INT. LOBBY - MORNING

          Sara spots Irene's name on the buzzer and calls up. No
          answer.

          EXT. STREET - MORNING

          She walks out the door. Looks around. And takes off running
          again.

                         CUT TO:

          INT. DORM HALLWAY - MORNING

          Sara, hands on hips, walks down the hallway and opens the
          door.

          INT. DORM ROOM - MORNING

          She finds Rebecca, sitting on her bed. Drawing. She lights up
          when she sees Sara.

                         REBECCA
          Hey!

                         SARA
          Hey yourself. Where were you all
          night?

                         

                         

                         

                         

          97.

                         REBECCA
          Oh, I got inspired. I just lost
          track of time.
          Sara pulls off her sweaty top and throws it in the hamper,
          grabbing a towel. She's wearing a sportsbra, revealing her
          tattoo. Sara grabs a robe.
          A beat. She's nervous, but she needs to do this. Time for the
          "big talk." She sits on her bed and faces Rebecca.

                         SARA

                         REBECCA --

                         REBECCA
          I want a tattoo.

                         (SARA'S SHOCKED)
          Will you come with me?

                         SARA
          Uhhh...

                         REBECCA
          Please. It would mean a lot to me.
          I won't be able to do it without
          you.
          Sara looks into her plaintive eyes. So much want in them.

                         SARA
          Um... sure. Okay.

          INT. TATTOO PARLOR - DAY

          The girls walk along the wall, checking out the samples.

                         SARA
          You can't rush this, Rebecca. We
          can always come back.

                         REBECCA
          I know what I want.

                         SARA
          Okay. I'm out here if you need me.
          Sara sits down as the TATTOO ARTIST escorts Rebecca upstairs.
          She looks giddy and nervous. Sara waves. When she's gone,
          Sara takes out her phone and texts Irene.

                         

                         

                         

                         

          98.

          INT. TATTOO PARLOR - LATER

          Sara, bored, leafs through a tattoo magazine for the 100th
          time. Her phone buzzes. A response from Irene:
          "outta town for a gig. will call when back ; )"
          Sara's relieved.

                         STAIRS
          Rebecca walks slowly down the stairs. Wincing in pain. Sara
          puts the phone back in her pocket and stands up.

                         SARA
          Let's see it.
          Rebecca pulls down the collar of her shirt to reveal, just
          under her collarbone:

                         "EMILY"
          Sara, stunned speechless, starts backing away from her.

                         REBECCA

                         (SWEETLY)
          Think of me as your sister.
          Rebecca is oblivious to the rage building in Sara.

                         REBECCA
          If you want... you can call me
          Emily.
          Sara clenches her fists. She's shaking with rage. She moves
          toward Rebecca, whose grin fades.

                         REBECCA
          What's the matter?
          Sara steps up to her, inches away, ready to beat the shit out
          of her. And Rebecca can't believe it. She's that far gone.
          Her eyes search Sara's for an answer.
          Sara abruptly turns and walks out the door. Rebecca watches
          her leave through the front window. Sara never looks back.

                         CUT TO:

                         

                         

                         

                         

          99.

          INT. DORM LOBBY - DAY

          The elevator doors open. Sara, emotionally exhausted, steps
          out, carrying a box of her things. Stephen waits by the door.

                         STEPHEN
          This is all you're taking?

                         SARA
          I'll get the rest of my things when
          Irene comes back to town.
          He takes the box. Then notices --

                         STEPHEN
          Where's your necklace?
          She instinctively rubs the base of her neck.

                         SARA
          I can't find it. It's okay.

                         STEPHEN
          Sara...

                         SARA
          I'm not going back up there.
          He hands her the box. Time to man up.

                         STEPHEN
          Wait here. I'll go look for it.
          She kisses him tenderly, unbelievably appreciative.

          EXT. STREET - DAY

          Sara walks out to the cab. Pauses. She's tempted to look back
          at her dorm room window... but she doesn't.
          Good thing, too. Rebecca sits on the ledge, looking down.
          Her face is blank. Not hurt, not angry -- completely blank.

          INT. DORM ROOM - DAY

          Rebecca still sits at the window. She holds her camera up,
          taking a picture down below. She turns as Stephen enters.
          She puts the camera down.

                         

                         

                         

                         

          100.

                         STEPHEN
          Have you seen Sara's necklace?
          Rebecca solemnly shakes her head. He looks around the
          dresser. In the drawers. Flips over Sara's pillow. Rebecca
          watches him.

                         REBECCA
          What did I do?
          He stops searching. Looks at her.

                         STEPHEN
          She just needs to move on.

                         REBECCA
          With you?
          He doesn't answer. He keeps searching... but he can feel
          Rebecca's eyes on him now. Creepy. He gives up.

                         STEPHEN
          If you do find it, can you let me
          know?
          Instead of answering, Rebecca raises her camera and takes his
          picture. Stephen stares at her, unnerved. He finally snaps
          out of it and walks out the door.
          She watches him go.

          INT. FRAT HOUSE - ROOM - DAY

          Sara is cleaning, trying to make a dent in a world-class
          mess. She doesn't mind -- a big weight's off her shoulders.

                         STEPHEN
          You should call someone. The dean's
          office. Or at least your R.A.
          She keeps cleaning.

                         SARA
          And tell them what? What has she
          really done to me? No one can do
          anything.

                         (BEAT)
          It's the weirdest thing, Stephen.
          The girl's own parents are afraid
          of her.

                         

                         

                         

                         

          101.

                         STEPHEN
          Well, she sure scared the shit out
          of me.
          Sara really wants to change the subject. She holds up two of
          his t-shirts.

                         SARA
          Are these dirty or clean?
          Stephen sniffs the shirts.

                         STEPHEN
          Somewhere in between.
          She throws the t-shirts at him.

          EXT. CAMPUS QUADS - DAY

          Sara heads to class, walking faster than usual. Bumping into
          people as she looks around, making sure she'll spot Rebecca
          before Rebecca spots her.
          She makes it to the front door of the building. She looks
          back at the quads.

          EXT. CAMPUS COFFEE SHOP - NIGHT

          Sara locks the front door and heads back home.
          She walks down an empty quad. She slows at the sight of...
          Rebecca. Walking directly towards her from the other end of
          the quad.
          No one else is in sight. Sara thinks about veering off to the
          side. No. She can do this. She walks straight ahead. Rebecca
          keeps her pace; hooded sweater up, looking down at the
          pavement, listening to her Walkman.
          Sara takes a deep breath as they get closer to each other,
          preparing herself for the confrontation. Ten feet away now.
          Five...
          But Rebecca passes her without looking. Sara walks a little
          further and turns around.
          Rebecca keeps walking. Did she even see her?

                         

                         

                         

                         

          102.

          EXT. FRAT HOUSE - NIGHT

          Sara hurries up the stairs to the fraternity house.

          INT. FRAT HOUSE - ENTRANCE - NIGHT

          Sara reaches Psi U. and closes the door behind her. She looks
          around at the messy first floor. At the PACK OF GUYS in the
          living room, yelling at the hoops game on TV.
          Sara smiles. She's safe.

          INT. ART STUDIO - NIGHT

          Rebecca is alone, with just a crack of light coming from the
          open door to the hallway. She's sketching, still wearing her
          Walkman. Hundreds of sheets of paper are scattered around the
          floor, but we can't see what she's drawing.

          INT. FRAT HOUSE ROOM

          Sara is trying to study at a cramped desk but the music from
          outside the room is too loud. Stephen is on the bed,
          reading. He's used to it. She hears a loud commotion from
          the hallway. Frustrated, she gets up.

          INT. FRAT HOUSE - HALLWAY

          It's a couple of guys playing nerf basketball.

                         SARA
          Seriously. Is it a game to be as
          loud as you possibly can?
          She waves her arms like a crazy person.

                         SARA (CONT'D)
          How many walls can you possibly
          bump into!?
          They just return blank stares. She slams the door shut.

          INT. FRAT HOUSE - ROOM - NIGHT

          Sara tries to study while the fraternity brothers continue to
          shout down the hall. Stephen eyes her warily. Her cellphone
          rings. She pulls it out of the purse: Jason.

                         

                         

                         

                         

          103.
          She hesitates... and now stuffs the phone back in her bag as
          she gets up from the table.

                         SARA
          Hey, I'm going to hit the library.

                         STEPHEN

                         (GETTING UP)
          I can walk you there.

                         SARA
          No, it's okay.

                         STEPHEN
          Party starts at ten. Really cool
          band...

                         SARA
          I hear the drummer's really hot.

                         STEPHEN
          He may be, but I'm sleeping with
          his girlfriend...
          She kisses him.

          EXT. DORM - EVENING - NIGHT

          JASON, a handsome all-American Midwestern kid, stands in
          front of Sara's dorm. He's talking into his cell phone.

                         JASON
          Sara. I'm actually... I'm in front
          of your dorm. I just flew in. I'm
          at the Roosevelt Hotel, room 210.
          Call me, okay?
          He hangs up. Some students leave the dorm and he grabs the
          door before it closes.

          INT. DORM ROOM - DUSK

          Rebecca kneels down in front of her dresser. Opens the bottom
          drawer. Her sweaters. She fishes underneath them. Pulls out
          her lithium pills. But just looks at them. Anger in her eyes.
          She puts the bottle back.

                         

                         

                         

                         

          104.

          INT. DORM HALLWAY - NIGHT

          Jason walks through the hallway, checking the numbers on the
          doors. He stops in front of Sara's room. Knocks lightly on
          the door. No answer. Knocks again.

          INT. DORM ROOM - NIGHT

          Rebecca sits back into Sara's chair, staring at the door,
          ignoring the knocks. Almost catatonic.
          Her right hand slowly drags a utility knife over the armrest,
          shredding it to pieces.

          INT. DORM HALLWAY - NIGHT

          Jason writes a note. He folds it and slides it under the
          door. He hesitates for a second, hoping this is the right
          thing to do, then walks back down the hallway towards the
          elevator.

          INT. DORM ROOM - NIGHT

          Rebecca stares at the note for a moment. She walks to the
          door, picks it up and begins to read Jason's note.

                         SARA -
          I know you won't take my calls, but I'm here and I just want
          to see you. I'm at The Roosevelt Hotel, Room 210, until...
          however long it takes. Please.
          Love,

                         JASON
          Rebecca crumples up the paper and throws it in the trash.

          INT. DORM - SHOWER - NIGHT

          Rebecca lets the water soak her. Eyes open. She runs her
          fingers through her now long dark brown hair. Black water
          trickles down her legs and puddles near the drain.

                         

                         

                         

                         

          105.

          INT. DORM BATHROOM - NIGHT

          Rebecca stands naked in front of the mirror, staring at her
          reflection. She then digs into her bag and pulls out a long
          pair of shears. Her "Emily" tattoo is starting to heal. She
          gently traces the letters with the sharp tips of the shears,
          still looking at it in the mirror.
          She lifts the shears and starts cutting her hair shorter.
          Just above her shoulders.

          INT. DORM ROOM - NIGHT

          Rebecca walks over to Sara's closet. She opens it and thumbs
          through some of the clothes that Sara left behind. She pulls
          out a dress. Holds it in front of herself as she stands in
          front of the mirror. Nice -- but something's missing.
          Rebecca goes to her drawer and pulls out Sara's silver chain.
          Which she caresses in her hand.

          INT. LIBRARY - NIGHT

          Sara's kicked her feet on the table, reading a book.
          Enjoying the silence.

          INT. FRAT HOUSE - NIGHT

          A raucous party in full swing. Stephen's band has just
          finished playing and he's walking off the cheap stage. A HOT
          GIRL smiles at him.

                         GIRL
          Help me find the keg?

                         STEPHEN
          Sure, I have to go look for my
          girlfriend anyway.
          She walks away. "Jerk". He grins... and now checks his watch.
          Where's Sara?

          INT. HOTEL - HALLWAY - NIGHT

          The elevator door opens, revealing Rebecca. Or is it Sara?
          The hair. The dress. The tattoo. Rebecca looks just like her.

                         

                         

                         

                         

          106.
          As she steps into the hallway, she gently fingers the
          necklace. She walks along, looking at the room numbers.
          She stops in front of a room. She's about to knock... but she
          sees a housekeeping cart a few doors down, in front of an
          open room.
          She walks to the cart. She peeks inside the room... and now
          plucks the master key card off the cart.

          INT. HOTEL ROOM - NIGHT

          Jason, shirtless, sleeps on his stomach in bed.
          The front door clicks and slowly creaks open just enough for
          a silhouette of a woman to appear. She closes the door. Jason
          barely acknowledges the noise in his sleep.
          Rebecca walks to the bed in the soft moonlight. She stares
          down at Jason. She slips off her dress, which falls to the
          floor. She's in just bra and panties now.
          She climbs onto the bed beside Jason. He starts awake.

                         JASON

                         WHA--

                         REBECCA
          Shhhh.
          She crawls onto him, not letting him turn over. She starts
          kissing the back of his neck.

                         JASON
          Sara?

                         (BEAT)
          You got my voicemail.

                         REBECCA
          Mm-hmmm.
          Kissing his back now, moving lower.

                         JASON
          Oh, man, Sara. Oh, that feels good.
          She works her way back up to his ear.

                         REBECCA

                         (WHISPERING)
          Turn over.

                         

                         

                         

                         

          107.
          Did that sound like Sara? But as Jason turns over, he sees...
          The hair. The necklace. That unmistakable "Emily" tattoo.

                         REBECCA

                         (WHISPERING)
          Close your eyes.
          He does. She reaches beneath the blanket, and does what she
          needs to. She settles onto him. And now starts to move.
          And as she moves we go behind her and see, shining in the low
          light, the utility knife beneath her bra strap. Flat against
          the skin of her back.
          Jason lies still, eyes clenched shut.

                         JASON
          I love you, Sara.
          She lets him have one, two, three seconds of heaven. Her
          hands reach behind her and ease out the utility knife.

                         REBECCA
          But she doesn't love you.
          Jason's eyes fly open. That wasn't Sara's voice. And those
          aren't Sara's eyes boring into his.
          Rebecca leans down, her face to his. Jason's eyes widen in
          shock, horror, and now pain as her unseen hands drive the
          knife deep into his gut. He gasps.

                         REBECCA
          You hurt her.
          She kisses him -- the last thing he'll ever feel. He
          shudders, trembles, and lies still, eyes open.

          INT. LIBRARY - NIGHT

          Sara's still reading. A hand touches her shoulder. She jumps,
          but it's just the LIBRARIAN.

                         LIBRARIAN
          We're about to close.
          Sara can't believe it's so late. She puts her things away.
          Grabs her phone to check the time, distracted by the "1 new
          voicemail" message. She's about to press the voicemail
          button...
          But a text comes in from Irene:

                         

                         

                         

                         

          108.
          "Im back. Get your butt over here, I've got another surprise
          for you."

          INT. FRATHOUSE - NIGHT

          Stephen walks around, beer-less, searching the crowd for
          Sara. He checks his watch. Pats his pocket -- no cell phone.
          He heads up the stairs and into his room.

          INT. FRAT BEDROOM - NIGHT

          Stephen picks his phone off the dresser. Sees he has a new
          voicemail from Sara. He plays the message

          SARA (V.0.)
          Hi Stephen, it's me. I'm stopping
          by Irene's, come on by. I want you
           guys to meet ...it's on 524 South
          Grand, Apt. 708. Love you.
          He groans. A sharp knock, and the bedroom door opens.

                         FRAT BOY
          All hands on deck -- the keg's
          still alive.

          EXT. IRENE'S APARTMENT - NIGHT

          Sara comes fast-paced down the sidewalk. She enters Irene's
          building.

          INT. IRENE'S ELEVATOR

          Sara rides up the elevator.

          INT. HALLWAY / DOORWAY

          Sara walks to the door of Irene's apartment. It's open but
          there's not a sound. No music, no cocktail chatter.
          She checks the apartment number again. It's the right one.
          She knocks lightly. No answer.

                         SARA
          Irene?

          INT. IRENE'S APARTMENT - NIGHT

          Sara steps into the foyer.

                         

                         

                         

                         

          109.
          She walks down the long entryway into a newly-renovated
          living room. Dark and empty. Sara's starting to feel uneasy.

                         SARA
          Irene?
          There's a bedroom dead ahead. Warm light pours out. She
          slowly walks to the open door... looks in... and freezes.
          CLOSE ON SARA'S EYES. Horror-stricken by what she sees.
          The bedroom is dark, except for the single lamp, above...
          Irene. She lies on the bed, each of her wrists cuffed to a
          bedpost. A red Hermes scarf is stuffed in her mouth.
          Sara can't move. She stares at Irene in shock.

                         SARA

                         (WHISPERING)
          Irene.
          Irene mumbles, her eyes wide open in terror. As Sara starts
          toward Irene...

          REBECCA (O.S.)
          Some role model she turned out to
          be. Couldn't even take care of
          herself.
          Rebecca steps out of the darkness, a gun in her hand. Sara
          drops her phone on the floor.

                         SARA
          Rebecca!
          Rebecca holds the gun steady on Sara.

                         REBECCA
          Sit down and shut up.
          Sara lowers herself into a black chair, her eyes on Irene.
          Rebecca picks up Sara's cell phone.

                         REBECCA
          Listen to me. All I ever wanted
          was to be your friend.
          A beat. Sara knows she has to play this just right.

                         SARA
          Rebecca, you are my friend.

                         

                         

                         

                         

          110.

                         REBECCA
          No. Shut up. We're not friends.
          We're here because you betrayed me.

                         SARA
          Rebecca, I'm sorry--

                         REBECCA
          Stop it. Stop saying things you
          don't mean. I protected you.
          From that whore Tracy and that
          nasty little kitten... and That
          scumbag of a professor...

                         (BEAT)
          Even that loser ex-boyfriend of
          yours.

                         SARA
          What're you talking about? What'd
          you do to them? What'd you do to
          Jason?

                         REBECCA
          I got rid of them all. And how do
          you repay me? By leaving me.
          Sara sinks out of the chair onto her knees in astonishment.
          She looks at Irene.
          Sara digs deep... lifts up her face... and looks Rebecca in
          the eye. She puts everything she has into this.

                         SARA
          Rebecca, please forgive me.
          A long beat. Rebecca's face lights up.

                         REBECCA
          Now we can start all over again.
          Let's make things the way they
          were, Sara. That first day. Just
          the two of us.
          Sara sees Rebecca start to twist a garbage bag in her hands.

                         SARA
          Rebecca...

                         REBECCA
          After all... you can only have one
          best friend.

                         

                         

                         

                         

                         SARA
          No! Don't!
          Rebecca whips the bag around Irene's head. Irene starts to
          buck and thrash. But it doesn't help her...

                         REBECCA
          Lay still bitch.

                         SARA
          Please. Don't do this...
          Sara stands. She stares at Irene. She can't watch her die.
          She walks toward the bed, ignoring Rebecca's gun.

                         REBECCA
          Stop! I mean it.
          Rebecca raises the gun to Sara's face but Sara keeps coming.
          Rebecca realizes she can't stop Sara. She cracks Sara across
          the temple with the gun-butt, knocking her to the floor.
          She kneels down beside Sara. Worried... clearing the hair
          from Sara's face.

                         REBECCA

                         (GENTLE)
          Shh... I'm so sorry.
          Sara backhands her, knocking the gun out of her hand. It
          skitters across the floor and out the door into the living
          room.
          Sara stands up first and dives for the bed, but Rebecca grabs
          Sara by the neck and rips her off the bed. She puts her in a
          chokehold.
          Sara backs Rebecca into the wall, trying to loosen the
          chokehold. She slams her back against the wall. And again.
          Sara smashes her elbow into Rebecca's jaw, breaking her grip.
          She heads for the door, but Rebecca trips her. As Sara
          rises...
          Rebecca knees her in her stomach, knocking the wind out of
          her. As Sara gasps for breath...
          Rebecca races out into the living room for the gun.
          Sara gets up quickly and slams the door shut and locks it.
          Rebecca turns around and goes for the door.

                         

                         

                         

                         

          112.
          Sara goes to the bed and rips open the garbage bag on Irene's
          head.
          IRENE'S EYES POP OPEN. Huge relief in Sara's face. But...
          Rebecca bangs the door.

          REBECCA (O.S.)
          Don't do this Sara!

          INT. BEDROOM

          Sara takes the scarf out of Irene's mouth and pulls against
          the steel handcuffs. Useless.

          INT. LIVING ROOM - NIGHT

          Rebecca wipes blood off her lip and leans up to the door.

                         REBECCA
          Don't make me hurt you, Sara. I
          just want to be your friend.

          INT. BEDROOM

          Sara and Irene are frantic.

                         IRENE
          My phone. My phone.
          She nods her head and Sara sees the phone on the bed table.
          She rushes for it. No good the wire is cut!

                         SARA
          Shit!

                         IRENE
          The window! There's a fire escape.
          You can reach it.

          INT. LIVING ROOM

          Rebecca looks around for the gun. Throwing chairs and
          furniture around. She finds it.
          Picks the gun off the floor.

          INT. BEDROOM - NIGHT

          Sara races to the window and throws it open. There's just an
          empty street below. She eyes the fire escape. A nearly
          impossible leap away. But Sara's out of options.

                         

                         

                         

                         

          113.

          EXT. BUILDING LEDGE - NIGHT

          Sara takes a tentative step out onto the slim ledge. Her foot
          hits a flowerpot, which plummets ten stories... and smashes
          to pieces in the alley. Sara shuts her eyes.

          INT. LIVING ROOM - NIGHT

          Rebecca, back at the bedroom door, raises the gun and fires.

          BLAM!

          INT. BEDROOM

          The door shatters, and the bullet continues straight ahead
          and tears a pillow open, just beside Irene's head. Feathers
          go flying. Irene screams.
          Rebecca kicks the door open and steps in, gun in hand.

                         REBECCA
          I know you're scared, Sara. But I
          promise, everything is gonna be
          okay.
          She stops short at the sight of...Sara on the ledge.
          Rebecca turns and stares at Irene. Fresh panic rising in
          Irene's eyes.

                         REBECCA
          Sorry, Irene. But she's my friend,
          not yours.
          She raises the gun at the helpless Irene...
          But out of nowhere STEPHEN, RUSHING UP FROM BEHIND, knocks
          her arm. The gun fires wildly, one bullet...

          EXT. BUILDING LEDGE - NIGHT

          Exploding through the window, shattering it and startling
          Sara, who loses her balance and slips off the ledge. She
          grabs on by her fingertips, her face hitting the brick wall.

                         SARA

                         (CRYING)
          Ohgodohgodohgod.
          The more she screams, the more she loses her grip.

                         

                         

                         

                         

          114.

          INT. BEDROOM - NIGHT

          Rebecca fires another shot, hitting a giant bedroom mirror,
          shattering it's reflection of Rebecca's struggle with
          Stephen.
          Rebecca slams her head into his lip, knocking him backward.
          He keeps hold of her, and they hit the floor, the gun flying
          out of Rebecca's hand.
          Stephen gets on top. He lifts his arm high and balls his fist
          before he puts it right in her face full throttle, knocking
          her out cold.
          He quickly takes the gun and puts it inside his belt as he
          races for the window.

          SARA (O.S.)

                         (SCREAMING)
          Stephen! Help!

                         IRENE
          Hurry!!
          He sees Sara dangling outside and reaches for her.

          EXT. BUILDING LEDGE - SAME

          Sara's crying, barely mouthing Stephen's name. He grabs her
          arms. Leaning halfway outside, he starts to pull her up.
          Part of the way up, he holds her against his chest and lets
          her cry. He smiles.

                         STEPHEN
          Okay I've got you. Everything is
          gonna be okay!
          He pulls her halfway in the window...
          But a shadow rises behind him.

                         IRENE

          STEPHEN!!!!
          A loud unpleasant sound. THUD! Irene screams.
          Then Stephen stiffens, his body straightening in shock.
          Something's wrong. And now Sara stares in horror as...
          Blood runs down his face. He looks into Sara's eyes... and
          lets go of her.

                         

                         

                         

                         

          115.
          She falls, but manages to hook onto the ledge as Stephen
          disappears from the window frame. Using the brick wall for
          leverage, she arduously lifts herself up into the window in
          time to see...
          Stephen, glassy-eyed, backing away from the window. He slumps
          to the floor, revealing:
          Rebecca. She's a crazed mess, hair and eyes wild.
          Rebecca drops the bloody fireplace poker and rushes to the
          window. She helps Sara in. They tumble onto the floor.
          Sara tosses Rebecca to the side and rushes over to Stephen.

                         SARA
          Stephen.
          Stephen is out. She sees the gun in his belt. She pulls it
          out, spins, and levels it at Rebecca. The gun shakes
          violently in her hand.
          Rebecca stands and walks calmly towards Sara, who is still on
          the floor.

                         REBECCA
          You won't do it. We're fr--
          Sara pulls the trigger. Click. Rebecca stares in shock.
          Click. Click. Click. Click. Sara closes her eyes in
          frustration. She drops the gun.
          Tears stream down Rebecca's face. She can't believe Sara
          pulled that trigger. But as if flipping a switch...
          Rebecca's sadness turns to rage. She balls her fists, her
          knuckles white, and...
          CHARGES at Sara full force, slamming her against the wall.
          She tosses her like a ragdoll across the room, where...
          Sara's head slams the nightstand, knocking the contents of
          Rebecca's purse everywhere.
          Rebecca wipes the tears from her eyes. It hurts her to hurt
          Sara.

                         REBECCA
          Friends help each other. They take
          care of each other.
          Sara, dazed and weak, stares at Rebecca.

                         

                         

                         

                         

          116.

                         SARA
          Rebecca. We were never friends.
          That's the last straw. Rebecca comes hard, murder in her
          eyes. She grabs Sara around the throat, pulls her up from
          the floor, and slams her against the wall.
          She starts choking the life out of her. Sara's face turns
          red. Redder...
          But suddenly Rebecca's grip loosens. Her eyes stare in shock.
          Sara pulls Rebecca's hands off her neck with one hand. The
          utility knife is in her other hand... stuck between Rebecca's
          shoulder blades.
          Rebecca falls to the floor, bringing Sara down with her. She
          won't let go of Sara. As she gasps for air, she sees...
          Sara's tattoo, visible beneath her torn shirt. Sara self-
          consciously notices her looking at it. Rebecca reaches out
          and grabs Sara's hand.
          Sara lets go of her hand, and removes the necklace from
          around Rebecca's neck.
          Irene is trembling in the bed. Too shocked to say anything.

                         STEPHEN

                         (GROANING)
          Sara.
          She races over to him. He's barely alive.

                         SARA
          Stephen. Hold on.
          She finds her phone on the floor. She steps back to Stephen
          and cradles his head in her lap as she dials 911.
          He looks into her eyes and smiles.
          She smiles through her tears, love in her eyes.

          EXT. BUILDING - DAY

          It's a warm, spring day. Sara, melancholy but looking in
          much better shape since the last time we saw her, stands in
          front of her dorm, looking to restart her college career.
          She plays with the silver chain once again around her neck.

                         

                         

                         

                         

          117.
          She opens the front door and walks in. Students milling about
          look at her. Know who she is. We see Kim and Tracy. They
          don't say anything. Don't know what to say.

          INT. DORM ROOM

          Sara opens the door. The simple room is identical to her
          previous one. She hesitates at first but then walks in.
          There is a box marked "SARA" filled with the things she left
          behind in her old dorm. There's a knock on the open door.

          STEPHEN (O.S.)
          Welcome back.

                         SARA
          Hey. How are you feeling?
          Stephen enters the room.

                         STEPHEN
          Better now. You being here's gonna
          help.
          Sara smiles.

                         STEPHEN (CONT'D)
          How's moving in going?

                         SARA
          Just got here.

                         STEPHEN
          Well let me give you some time to
          get settled in.

                         SARA
          Actually, I need you right here,
          right now.
          Stephen grins. He likes where this is headed.

                         STEPHEN
          Okay.

                         CUT TO:

          INT. DORM HALLWAY

          Sara and Stephen push the twin bed into the hallway.

                         

                         

                         

                         

          118.

                         STEPHEN
          This isn't exactly what I had in
          mind.
          Sara grins.

                         SARA
          Now I can get settled in.

                         STEPHEN
          I'll be back to pick you up for
          dinner. You gonna be ready?

                         SARA
          Absolutely.
          Stephen takes off down the hall. Sara follows him with her
          eyes before she goes back into her room.

          INT. DORM ROOM

          Sara sits down on her bed. She watches the empty space where
          the other bed used to be. She just stares at it. The camera
          slowly tracks sideways until we see the side of the bookshelf
          where unseen by Sara, there's a flyer hung with a picture of
          Richard Prince's Nurse of Greenmeadow announcing an upcoming
          gallery exhibition.

          CUT TO BLACK.