PEEPING TOM

                                      Screenplay by
                                        Leo Marks





                                                     Shooting Draft, 1959

               Copyright, 1959,
               Michael Powell (Theatres Ltd.)

               Copyright, 1959 1988 & 1998
               Leo Marks



               The screen remains dark for a moment.

               In the darkness WE HEAR the film's THEME MUSIC - a gentle 
               whirring purring noise. Nothing to be alarmed about. It 
               might be a small contented motor.

               FADE IN:

               EXT. A DESERTED STREET - NIGHT

               LONG SHOT of the solitary figure of a WOMAN standing 
               professionally alone at the end of the street.

               It is a bright, still night. We can HEAR the Woman whistling 
               'Stardust' merrily to herself.

               CAMERA TRACKS around her. A Man's footsteps are overlaid.

               We HEAR the Man start to whistle 'Stardust' under his breath - 
               haltingly at first, then in time with the Woman.

               As we approach, she glances at us over her shoulder - then 
               turns round for a better look.

               Her whistling stops - so, at the same moment, does the 
               man's.

               CLOSE SHOT of DORA - a plump, attractive brunette - still 
               young enough to need two glances at the customers.

               She smiles at us - and is pleased with the reception. She 
               hesitates for a long moment, weighing us up carefully... 
               and then - half defiantly, half expecting to be laughed 
               at.

                                     DORA
                         It'll be two quid...

               Evidently we have two quid.  

               She beams with relief - throws her fur over her shoulders, 
               jerks her head towards the right - and sets off.

               CAMERA TRACKS after her.  Overlaid is the sound of the 
               man's footsteps.

               Dora resumes her whistling. So, under his breath, does the 
               man who is following her.

               EXT. A DESERTED STREET - NIGHT

               A wider street than the last - but just as empty.  

               Dora sways her way towards a small house. CAMERA FOLLOWS 
               at a respectful distance.

               CAMERA PANS from Dora's hips to an overflowing dustbin.  

               CLOSE SHOT of a man's hand throwing something into the 
               dustbin. It is an empty packet marked Kodak Film.  CAMERA 
               PANS to Dora's house. It stands next to a chemist shop.

               Dora climbs the few steps which lead to her front door - 
               glances round at us encouragingly - then unlocks the door.

               INT. HALLWAY OF DORA'S HOUSE - NIGHT

               She switches on a light - and hurries up a flight of stairs. 

               CAMERA TRACKS after her.

               She changes her tune to 'Goodnight Sweetheart'... and so - 
               under his breath - does the Man who is following her.  

               A woman with hair like a two-toned car comes down the 
               stairs, winks at Dora - looks at us for a moment with great 
               curiosity... winks... then passes out of camera.

               Dora reaches the landing - we are close behind her.

               INT. LANDING OF DORA'S HOUSE - NIGHT

               Dora unlocks the door of her room - and goes inside.

               INT. DORA'S ROOM - NIGHT

               She switches on the light, throws her fur onto a chair, 
               lights the gas fire  then turns round.

               CLOSE SHOT of Dora. She holds out her hand-smiling.

               And suddenly. There is a gentle whirring purring sound.

               CAMERA HOLDS ON Dora - she is staring at something with 
               great curiosity.

               It turns quickly to bewilderment - and the bewilderment to 
               fear. She steps back from CAMERA - but CAMERA won't have 
               it.

               Dora is now staring at something in horror - she opens her 
               mouth to scream - a shadow falls across her face.

               The sound purrs on.

                                                              FADE OUT: 

               FADE IN:

               BLACK AND WHITE FILM SEQUENCE

               The solitary figure of Dora standing professionally alone 
               at the end of a street. WE SEE her turn towards CAMERA - 
               and smile at us.

               We are watching her on a 16mm screen - projected in BLACK 
               AND WHITE.

               CAMERA PULLS BACK to show the surround in natural colour.

               INT. MARK'S ROOM - NIGHT

               A darkened room in natural COLOUR. The movie screen images 
               are in BLACK AND WHITE.  

               We can SEE the back of a Man's head as he bends intently 
               over a projector. He is watching Dora on the screen. He is 
               breathing quickly.

               We see Dora's hips waggling their way home.

               The Man raises his head, so that we cannot see the screen.

               When he lowers it again, we see the Woman with the two-
               toned hair winking at Dora... then we see Dora throwing 
               her fur onto a chair - and turning towards us.

               WE SEE her staring at something in bewilderment... then 
               backing away from CAMERA in fear.

               WE HEAR the Man breathing as if at the end of a very long 
               race.

               As Dora opens her mouth to scream, and a shadow falls across 
               her face - the title:

                                      PEEPING TOM

               Blots out what is happening to her.

               OTHER CREDITS FOLLOW... behind them we can see Dora's hands 
               pushing something away.

               Before the DIRECTOR'S CREDIT:

                                                                 CUT TO:

               EXT. A PARK - NIGHT

               It is very dark.

               CLOSE SHOT of a stack of deck chairs.

               Two forms behind it - a MAN'S and a WOMAN'S.

               They are intertwined and motionless... suddenly a brilliant 
               shaft of light is trained onto them.

               Overlaid is a gentle, whirring sound.

               CAMERA PANS quickly to a nearby tree.

               CLOSE SHOT of the lens of a cine-camera - the motor 
               purring... a blinding spotlight.

               CAMERA PANS to the couple - the whirring of the camera is 
               overlaid.

               The Man leaps up - shielding his eyes against the light.

               He advances towards the tree.

                                     MAN
                         Hey, you peeping...

               The spotlight goes out. There is the sound of footsteps 
               running away  and the night is at peace again.

               And now WE SEE who DIRECTED the picture.

                                                            DISSOLVE TO:

               LONG SHOT. AMBULANCE - DAY

               It is standing in the roadway outside Dora's house.

               WE SEE it through the finder of a small cine-camera.

               EXT. STREETS BY DORA'S HOUSE - DAY

               A crowd has gathered outside the house - and we are watching 
               them from a corner of the street (ALWAYS THROUGH THE FINDER-
               MATTE).

               WE SEE several Policemen holding back the crowd as two 
               Ambulance Men hurry into the house, carrying an empty 
               stretcher.

               Gentle, whirring sound is overlaid.

               WE SEE children staring curiously into the empty ambulance - 
               and a group of Women talking excitedly to a Reporter.

               CLOSE SHOT of a SMALL MAN looking at us curiously as he 
               approaches (FILLING THE SCREEN WITHIN THE MATTE).

                                     SMALL MAN
                         What paper are you from?

               The finder is lowered.

               CLOSE SHOT of a Young Man (MARK) sighting a cine-camera. 

               He lowers the camera - and turns politely to his 
               interrogator.

               He seems to have slight difficulty informing his words.

                                     MARK
                         I beg your pardon?

                                     SMALL MAN
                         What paper are you from?

               Mark smiles at him pleasantly.

                                     MARK
                         The Observer.

               The Ambulance Men come out of the house carrying the 
               stretcher... there is a body on it covered by a sheet.  
               Mark raises his cine-camera and photographs them. He 
               photographs the ambulance as it drives off. He photographs 
               the Policemen dispersing the crowd. He photographs his 
               Interrogator, who gladly poses for him.

               Then he slings his camera over his shoulder, and strolls 
               away.

                                                            DISSOLVE TO:

               CLOSE SHOT of Dora, smiling happily.  

               Her photograph is on the front page of a newspaper.  

               Above it is a caption: BRUTALLY MURDERED.  

               CAMERA PULLS BACK - to show sexy magazines alongside the 
               newspaper.

               EXT. A NEWSAGENT'S SHOP - DAY

               Mark is staring at a newspaper in the window of a small 
               newsagent's shop.  

               He glances distastefully at an array of film magazines - 
               showing actresses showing everything - then hurries into 
               the shop.

               INT. NEWSAGENT'S SHOP - DAY

               A plump, bald-headed Man stares at Mark.

                                     MR. PETERS
                         You're late!

                                     MARK
                         Sorry, sir.

               He turns towards a small door at the end of the shop.

                                     MR. PETERS
                              (quietly)
                         Hold on, Mark.

               Mark turns round.

               Mr. Peters hesitates, drumming his fingers on the counter.  

               CLOSE SHOT of Mark. He starts to drum his fingers on a 
               shelf.

                                     MR. PETERS
                         Mark... I've a question for you.

               He stops drumming his fingers. So, at that moment, does 
               Mark.

                                     MR. PETERS
                         Which magazines sell the most 
                         copies?

                                     MARK
                         Those with girls on the front covers - 
                         and no front covers on the girls.

                                     MR. PETERS
                         Exactly!... And it's just the same 
                         with the work you do for me.

               Overlaid is the sound of the door opening.

                                     MR. PETERS
                         Look busy.

               Mark busies himself sorting some newspapers. 

               A whole row of Doras smile up at him.

               CAMERA PANS to doorway of the shop.

               An ELDERLY GENTLEMAN is standing there.

                                     ELDERLY GENTLEMAN
                         The Times, please.

                                     MR. PETERS
                         Certainly, sir.

                                     ELDERLY GENTLEMAN
                         And The Telegraph.

                                     MR. PETERS
                         Certainly, sir - anything else?

               The Elderly Gentleman hesitates - glancing at Mark's back.  
               Then:

                                     ELDERLY GENTLEMAN
                         I... er... have been told by a 
                         friend that you... er... have some 
                         views for sale?

                                     MR. PETERS
                         What sort of views, sir?

                                     ELDERLY GENTLEMAN
                         Well, er...

                                     MR. PETERS
                         This sort, sir?

               From under the counter he produces a thick book. Mark turns 
               round.

               From his POV WE SEE the Elderly Gentleman open the book. 
               He - er- seems - er - more than a little interested.

                                     ELDERLY GENTLEMAN
                         I, er... how much each?

                                     MR. PETERS
                         Five shillings, sir.

                                     ELDERLY GENTLEMAN
                         I'll take this one... and, er... 
                         this one... and, er... how much 
                         would the lot be?

                                     MR. PETERS
                         To you - five pounds, sir...

               The Elderly Gentleman hesitates.  Mr. Peters turns over a 
               page... and the Elderly Gentleman almost turns over with 
               it.

                                     MR. PETERS
                         Tell you what, sir. Four pounds 
                         ten - and I'll throw in The Times 
                         and Telegraph... how's that?

                                     ELDERLY GENTLEMAN
                         Well, er... thank you very much.

                                     MR. PETERS
                         Let me wrap it for you, sir.

               He puts it in a wrapper which says 'Educational Books'.

                                     MR. PETERS
                         Shall I put you on our mailing 
                         list?

                                     ELDERLY GENTLEMAN
                         Oh no! But I'll look in again...

                                     MR. PETERS
                         By all means, sir.

               He holds open the door for the Elderly Gentleman, and 
               watches him leave.

                                     MR. PETERS
                         He won't be doing the crossword 
                         tonight!

               He turns triumphantly to Mark.

                                     MR. PETERS
                              (counting out money 
                              from wallet)
                         Those pictures he chose... were 
                         all yours!
                              (handing notes)
                         This is yours!

               Mark pockets them without counting them. 

               CLOSE SHOT of Mark.

                                     MR. PETERS
                              (in a very different 
                              tone)
                         And this is yours too...

               He picks up a postcard - holds it towards Mark.

                                     MR. PETERS
                         And that's what I want to talk to 
                         you about. It's a clever picture - 
                         because you're a clever lad... 
                         but, Mark...
                              (pathetically)
                         It's all face.

               Mark looks at the postcard in silence.

                                     MR. PETERS
                         I don't want to hurt your feelings, 
                         son - but if people want the Mona 
                         Lisa they go to the National 
                         Gallery.

                                     MARK
                         The Louvre.

                                     MR. PETERS
                         Well, wherever they go, they don't 
                         come here... so no more of this 
                         fancy stuff...

               He pats Mark's arm.

                                     MR. PETERS
                         ... now get upstairs - the girls 
                         are waiting... and so is a bonus 
                         if you give me what I want.

                                     MARK
                         Thank you, sir.

                                     MR. PETERS
                              (amused)
                         What do you do with all your money?

                                     MARK
                         Buy cameras.

               He opens a door at the far end of the room. We catch a 
               glimpse of a winding staircase. He starts to climb it.

               INT. REAR OF NEWSAGENT'S SHOP - DAY

               At the top of the staircase is a door. Mark and his camera 
               trudge towards it. The door opens suddenly. A vivacious 
               young redhead - Milly - pokes her head round. She has a 
               towel round her shoulders.

                                     MILLY
                         Well look who's here! Cecil Beaton!

               From REVERSE ANGLE WE SEE Mark venture a shy smile at Milly. 
               Milly opens the door impatiently.

                                     MILLY
                         Come on, sonny... make us famous.

               Through the half-open door we catch a glimpse of a second 
               Girl (LORRAINE). She is staring out of a window, her back 
               to camera. She is naked except for a shawl draped round 
               her shoulders.  

               Mark enters the room... the door begins to close. CAMERA 
               TRACKS towards the door. On the threshold of the room, a 
               hood is thrown over our faces. THE SCREEN BLACKS OUT.

               In the darkness WE HEAR Milly's voice.

                                     MILLY (O.S.)
                         Did you read about that girl who 
                         was murdered last night?

               INT. STUDIO ABOVE NEWSAGENT'S - DAY

               We are with Mark under the hood of an antiquated camera. 
               Through the ground-glass of the camera WE SEE a SMALL 
               INVERTED IMAGE of Milly.

                                     MILLY (O.S.)
                         The same thing nearly happened to 
                         me!

               We hear Lorraine's voice - muffled, and very far away.

                                     LORRAINE (O.S.)
                         When?

                                     MILLY (O.S.)
                         Last night! I went out with my 
                         boyfriend... We're getting married 
                         next month... trouble was my fiance 
                         saw us.

               The SMALL INVERTED IMAGE of Milly peers anxiously into the 
               camera.

                                     MILLY
                         can you fix it so the bruises don't 
                         show?

               The ground-glass camera begins travelling slowly down 
               Milly's back.

               CLOSE SHOT of Milly. She is on a couch, lying on her stomach 
               at a slightly oblique angle. All that WE CAN SEE are her 
               face and naked shoulders.

               From Milly's POV WE SEE Mark under the hood of an antiquated 
               camera.

                                     MILLY
                         Well, can you?

               Mark's voice is MUFFLED under the hood.

                                     MARK
                         ...think so, Milly.

                                     MILLY
                         Then be quick about it, sonny! I'm 
                         freezing.

               CLOSE SHOT of her naked toes. They start to wriggle.  

               CLOSE SHOT of Mark's toes - in sandals, next to the tripod 
               of the camera. They start to wriggle. 

               CLOSE SHOT of Lorraine. We watch her in profile as she 
               stares out of the window - clutching her shawl. She has 
               outstandingly beautiful features. 

               CLOSE SHOT of Mark. He is standing by the side of the 
               camera, studying us thoughtfully. He is holding a remote-
               control switch panel in his hand. He clicks off several 
               lights and then switches several others on... then he ducks 
               back under the hood.

                                     MILLY
                         There he goes again! What have you 
                         got under there? A girlfriend?

               We join Mark under the hood.  

               WE SEE a small INVERTED IMAGE of Milly on the ground-glass. 
               Her shoulders are now white and glistening, her spine 
               caressed by shadows. She is staring into the camera.

                                     MILLY
                         I suppose you have a girlfriend?

               He adjusts the focus. We can see more clearly the contempt 
               on Milly's face.

                                     MARK
                         No, Milly. 

                                     MILLY
                         Hear that, Lorraine? He's available.

               From Milly's POV WE SEE Mark come round to the front of 
               the camera, and insert a dark slide.

                                     MARK
                         Raise your head, please - and look 
                         at the sea.

                                     MILLY (O.S.)
                         What sea?

               Mark presses a rubber bulb - the shutter clicks.

                                     MILLY
                         What sea?

               Mark inserts another dark slide.

                                     MARK
                         I just wanted that puzzled look.

                                     MILLY (O.S.)
                         Oh, did you? Well if you want it 
                         again, I'll think of you!

               CAMERA PULLS BACK

               from Milly's viewpoint, WE SEE Mark holding the rubber 
               bulb. cine-camera is on a ledge behind him.

                                     MILLY
                         You're a puzzle and a half.

               Mark presses the rubber bulb - the shutters click. 

                                     MILLY
                         This is a spare time job for you, 
                         isn't it?

                                     MARK
                         Yes, Milly.

               He inserts another slide.

                                     MILLY
                         Well, what do you do for a living?

                                     MARK
                         Take pictures.

               He presses the bulb - the shutters click.

                                     MILLY
                         This sort?

                                     MARK
                         No, Milly.

               He inserts another slide.

                                     MILLY
                         Don't you like this sort?

                                     MARK
                         No, Milly.

               He presses the bulb - the shutters click.

                                     MILLY
                         Well what sort do you like?

               Mark looks at her thoughtfully for a long moment.

                                     MARK
                         I may show you - one day.

                                     MILLY
                         That'll be a treat, I'm sure.

               Mark smiles at her shyly.

                                     MARK
                         That's all, Milly.

                                     MILLY
                         Oh no, sonny! Now take one I can 
                         show my mother.

               Mark inserts another slide.

                                     MARK
                         Think of her then.

               There is a gentle KNOCK at the door, and Mr. Peters enters. 
               He carries a tray of coffee. He keeps his eyes modestly 
               lowered.

                                     MR. PETERS
                         On the house.

               He lays the tray on a table, still keeping his eyes lowered, 
               and goes out.

                                     MILLY
                         Some house! Hope it falls on his 
                         ruddy earhole!

               She glances over her shoulder.

                                     MILLY
                         It's your turn now, love...

               CLOSE SHOT of Lorraine staring out of the window. She 
               stiffens. Milly's voice is overlaid.

                                     MILLY (O.S.)
                              (in a whisper)
                         ... it's her first time.

               Lorraine clutches her shawl tightly.

                                     MILLY
                         Come on, love. Don't be shy.

               Lorraine turns round.  

               The left side of her face is classical in its beauty. She 
               has a hare lip, which twists and distorts the whole of the 
               right side. Her eyes are large - and beautiful - and 
               defiant.

               CLOSE SHOT of Mark looking at her.

               CLOSE SHOT of Lorraine.

                                     LORRAINE
                         He said... you needn't photograph 
                         my face!

               CLOSE SHOT of Mark.

                                     MARK
                         I want to.

               CLOSE SHOT of Lorraine. Beautiful in profile.

                                     LORRAINE
                         I suppose you'll fix my bruises 
                         too?

                                     MARK
                         I want to...

                                     MILLY
                         What about the customers?

               CLOSE SHOT of the shawl round Lorraine's shoulders.

               CLOSE SHOT of Mark.

                                     MARK
                         You needn't be shy... of me... 
                         it's my first time too.

               CLOSE SHOT of Lorraine's eyes - puzzled.

                                     LORRAINE
                         Yours?

                                     MARK
                         In front of eyes... like...

               He tries to go on - but words are a foreign language to 
               him.

                                     MARK
                         ...eyes... as full of...

               In a sudden rush:

                                     MARK
                         Lorraine - let my camera tell you.

               CLOSE SHOT of Lorraine standing very still  looking at 
               him in silence.

               Milly shrugs and reaches for the coffee pot.

               Overlaid is the gentle purring of a cine-camera.

               CAMERA LINGERS on the dark liquid being poured into a cup.

                                                            DISSOLVE TO:

               Whisky being poured into a glass.

               CAMERA PULLS BACK

               INT. HELEN'S SITTING ROOM - EVENING - TOWARDS SUNSET

               The hand filling the glass is a woman's (MRS. STEPHENS). 
               She is sitting in a high-backed chair, and we cannot see 
               her face. Over her shoulder we watch a party in progress. 
               A group of Young people have surrounded someone to whom 
               they are singing:

                                     YOUNG PEOPLE
                              (singing)
                         Happy birthday to you, 
                         Happy birthday to you,

               CAMERA TRACKS towards them.

               CLOSE SHOT of TONY HUNTER, a well-built youngster in his 
               middle twenties.

                                     TONY
                         Happy birthday... dear Helen

               He obviously means it.

                                     TONY
                         happy birthday to you.

               CLOSE SHOT of 'dear HELEN'. A sensitive, intelligent, and 
               extremely attractive girl, who  as the encircling 
               youngsters now inform us in song - is:

                                     YOUNG PEOPLE
                         Twenty-one today,
                         She's twenty-one today,
                         She's got the key of the door,
                         She's never been twenty-one before.

               CLOSE SHOT of the glass by Mrs. Stephens' side. It is half 
               empty. An elderly lady leans across to her. She is Mrs. 
               Partridge, slightly high on a glass of sherry.

                                     MRS. PARTRIDGE
                         You must be very proud of your 
                         daughter, Mrs. Stephens.

               Mrs. Stephens grunts. Someone switches on a gramophone and 
               the young couples start dancing at once. Tony hurries up 
               to Helen.

                                     TONY
                         May I?

               Helen goes towards him. A YOUNG MAN calls out sharply:

                                     YOUNG MAN
                         Look!

               He is pointing at something out of camera. All heads - 
               except Mrs. Stephens' - follow the direction of his gaze.  
               Mrs. Stephens continues to sit motionless in the high-backed 
               chair.

               CAMERA PANS to the window. Mark is standing there.

               CLOSE SHOT of Helen looking at Mark. We watch him over her 
               shoulder - Tony's arm encircling it.

                                     TONY (O.S.)
                         It's that chap from upstairs.

               EXT. MARK'S HOUSE - EVENING - LOW SUN

               The chap from upstairs presses his face to the window. 
               From his POV WE SEE Helen's eyes looking at him - the key 
               of the door in them - looking at him, not staring. Suddenly 
               the rest comes into focus - Tony's arm around Helen's 
               shoulder... the high-backed chair in the foreground with 
               the back of that motionless head... a young couple giggling 
               as they stare at him. Mark steps away, and the CAMERA PULLS 
               BACK with him.

               We catch a glimpse of the house - large, sprawling, but 
               with a touch of quality about it, in a quiet, unpretentious 
               street.

               Mark hurries towards a side entrance.

               INT. HELEN'S SITTING ROOM - EVENING

               CLOSE SHOT of Helen looking at the empty window.

                                     HELEN
                         I'll ask him in...

               CLOSE SHOT of Tony - frowning.

               CAMERA PANS to Mrs. Stephens' glass... the hand which 
               refills it has begun to tremble.

               INT. REAR OF HOUSE - NIGHT

               The lights are on.

               WE FOLLOW Mark (and his camera) along a small passage which 
               leads to the hall. The sound of a dance record can be heard. 
               Mark starts to whistle it under his breath.

               INT. HALL - NIGHT

               Over his shoulder we see a staircase, and beyond it the 
               door of Helen's sitting room. The sound of Helen's party 
               fills the hall.

               Mark reaches the staircase. There is the sound of a door 
               opening. Helen's voice is overlaid:

                                     HELEN (O.S.)
                         Excuse me!

               Mark hesitates, then turns round. 

               CLOSE SHOT of Helen - smiling at him.

                                     HELEN
                         I don't know how many times we've 
                         passed each other on the stairs?

               Mark looks at her as if he does.

                                     HELEN
                         ... but tonight I'm determined at 
                         least to say hello to you! So hello!

               Her directness is natural, consistent and very hard to 
               resist.

               CLOSE SHOT of Mark - smiling.

                                     HELEN
                         I'm Helen Stephens.

               She glances with unconcealed interest at the camera over 
               his shoulder.

                                     HELEN
                         I'm having a party - and the other 
                         tenants are there...  And a few 
                         friends. We'd like you to join us.

                                     MARK
                         Mark... 

                                     HELEN
                         Pardon?

                                     MARK
                         I'm Mark...

                                     HELEN
                         Hallo, Mark.

               She holds out her hand... he takes it gently.

                                     HELEN
                         Please come in... you'll meet the 
                         others who live here, and...

                                     MARK
                         Thank you, but... work.

                                     HELEN
                         Oh...

               She glances again at his camera.

                                     HELEN
                         Well, I hope to keep it going for 
                         hours yet... so when you've finished 
                         why not look in?

               She realizes that this is not the happiest of phrases.

                                     HELEN
                         ...Mark?

               He hesitates. 

               CAMERA PANS to Helen's door. Tony stands there.

                                     TONY
                         Darling, your cake - everyone's 
                         waiting.

               CLOSE SHOT of Mark - looking at her.

                                     MARK
                         Thank you.

               He turns away.

                                     MARK
                         Happy Birthday.

               He hurries up the stairs.

               CLOSE SHOT of Helen. She stares after him for a moment. 
               Then returns thoughtfully to her party.

                                                               FADE OUT:

               The screen remains dark for a moment. We are with Mark in 
               a darkened room. He is giving a film show - and we are the 
               screen.

               INT. MARK'S DARK-ROOM - NIGHT

               His cine-projector points straight at us.  A flickering 
               light shines in our eyes. We can see him crouching behind 
               the projector.

               Mark leans forward, watching the screen intently... 
               Perspiration trickles down his forehead. He is breathing 
               very quickly. The sounds of the party seep up from 
               downstairs - music, laughter, and a Girl's yelp.

               There is a knock on the door. Mark does not hear it.  

               CAMERA PANS to the door of the room. It is blacked-out 
               like a photographic dark-room. The knock is repeated.  

               CLOSE SHOT of Mark. He switches off the projector instantly.

               CAMERA PANS to an open cupboard in the corner.

               CLOSE SHOT of the shelves. They are stacked with spools of 
               film.

               CAMERA travels slowly over these spools. WE SEE Mark's 
               hand add two more to the collection; his Voice is overlaid.

                                     MARK (O.S.)
                         ...minute...

               He closes the cupboard door.

               INT. MARK'S SITTING ROOM - NIGHT

               Mark comes out of the dark-room behind him - the light is 
               kept out by a baffle and a curtain. He has a pleasant, 
               normally untidy bedsitting room.

               He wipes his handkerchief across his forehead - then hurries 
               to the door. He opens it - Helen is standing there.

                                     HELEN
                         I hope I'm not disturbing you?

               CLOSE SHOT of Mark - shaking his head, smiling shyly.

               CLOSE SHOT of Helen.

                                     HELEN
                         I knew you wouldn't come down... 
                         so I've brought you this.

               She holds out a plate on which is a piece of birthday cake.

                                     MARK
                         Thank you...

               He takes the plate.

                                     MARK
                         ... very much...

                                     HELEN
                         I mustn't keep you from your work 

               She turns to go.

                                     MARK
                         I'd like to offer you a drink.

               She turns round.

                                     HELEN
                         Thank you, Mark.

                                     MARK
                         I haven't one.

                                     HELEN
                         I'd adore some water.

               She smiles.

                                     HELEN
                         a hostess can't drink water at her 
                         own party, it looks like a hint to 
                         the guests.

                                     MARK
                         Will you... would you... like to 
                         come in?

                                     HELEN
                         Yes, Mark...

               She steps over the threshold. The door closes behind her.

               INT. MARK'S SITTING ROOM - NIGHT

               CLOSE SHOT of Helen looking round the room.

               Mark's voice is overlaid.

                                     MARK (O.S.)
                         There's milk... if you'd like some?

                                     HELEN
                         Very much... if you can spare it?

                                     MARK (O.S.)
                         Yes.

               Helen glances towards the inner room. He holds out a glass 
               of milk to her.

                                     HELEN
                         Thank you, Mark...

               She drinks it with relish. He watches her in silence.

                                     HELEN
                         This is a pleasant room... and 
                         you've another inside?

                                     MARK
                         Yes.

                                     HELEN
                         How long have you lived here?

                                     MARK
                         All my life.

               She looks at him in surprise.

                                     MARK
                         I was born in this house Oh?

               CLOSE SHOT of Mark.

                                     MARK
                         It's my father's.

                                     HELEN
                         Do you mean I've at last found out 
                         who our landlord is? Your father?

                                     MARK
                         Well - no... he's dead!

               He hesitates.

                                     MARK
                         I'm the landlord.

               She looks at him in astonishment.

                                     HELEN
                         YOU?

                                     MARK
                         Yes.

                                     HELEN
                         But you walk about as if you haven't 
                         paid the rent.

                                     MARK
                         I haven't.

                                     HELEN
                         I meant...

                                     MARK
                         I know.

               CLOSE SHOT of Mark.

                                     MARK
                         It's his house - and I'll never 
                         sell it... but I can't afford the 
                         upkeep, so I let rooms.

               He looks at her anxiously.

                                     MARK
                         ... if I charge too much, tell me 
                         and I'll tell the agents.

                                     HELEN
                         The rent's very reasonable, but 
                         don't say anything to the others 
                         or you'll have no peace.

                                     MARK
                         Peace...? 

               CLOSE SHOT of Helen.

                                     HELEN
                         Mark, what do you do?

                                     MARK
                              (slowly)
                         Most of the time, I work in a film 
                         studio.

                                     HELEN
                         On the photographic side, I'll 
                         bet.

                                     MARK
                         I hope to be a film director... 
                         very soon.

                                     HELEN
                         How exciting.

                                     MARK
                         I have some spare time jobs... as 
                         well.

                                     HELEN
                         To do with photography?

                                     MARK
                         More milk?

                                     HELEN
                         No thank you... to do with 
                         photography?

                                     MARK
                         Yes... to do with photography...

                                     HELEN
                         When I came in were you looking at 
                         some films?

                                     MARK
                         Yes. 

                                     HELEN
                         Of yours? 

                                     MARK
                         Yes.

                                     HELEN
                         I'd like to see them...

               He looks at her in silence.

                                     HELEN
                         Know I'm being rude... but I really 
                         would like to see them...
                              (she smiles.)
                         ...it would be a birthday present... 
                         from you to me.

                                     MARK
                         Would it?

                                     HELEN
                         Yes, Mark.

                                     MARK
                         Oh...

                                     HELEN
                         But I suppose you're too busy?

               She puts down the glass, turns to the door.

                                     MARK
                         Will you... would you... like to 
                         see them now?

               She turns round. He is standing by the entrance to the 
               inner room.

                                     HELEN
                         Thank you...

                                     MARK
                         I'll... go first.

               He leads the way - she follows. For a moment the screen is 
               in darkness. A dark-room darkness.

               INT. THE INNER ROOM - NIGHT

               We can HEAR - faintly  the dance music from downstairs.  
               There is a click - and the walls are suddenly bathed in 
               diffused light, throwing the room into delicate shadow. 

               CLOSE SHOT of Helen looking round in amazement.

               As certain events of possible interest are to take place 
               in this room, here, in detail, is what amazes Helen.

               The room is the product of three rooms which have been 
               knocked into one. It is very large and extremely well 
               constructed (as we are soon to learn, it was originally a 
               laboratory). One half of the room is used for processing, 
               and the other half for filming - and for trade shows. The 
               two halves are lined by long shelves upon which are perched 
               all shapes and sizes of cameras, their spectacles glinting 
               in the light.

               In the processing half two benches (a 'dry' bench and a 
               'wet' bench) face each other against opposite walls. There 
               are three sinks above the 'wet' bench and an outburst of 
               equipment above the 'dry'.

               This part of the room is lit by two dark-room lamps frowning 
               in the ceiling above the benches.

               The other part of the room has a window at the far end of 
               it. Heavy drapes are putted across it.

               Mark's projector rests on a small table in front of the 
               16mm screen.  Two banks of floods and a variety of spots 
               light this part of the room. There is a small control panel 
               on the wall.  

               Some of the equipment is ancient - but none of it is old. 
               All of it glistens with the affection of its owner.

               There is absolutely nothing in the room to alarm anyone 
               except an adult... the kind who starts to wonder who paid 
               for it all.

               CLOSE SHOT of Mark. He stands by the lighting panel, 
               watching Helen.

               From his POV WE SEE her brushing the hair out of her eyes 
               as she looks slowly round. He brushes the hair out of his. 
               For a moment she turns her back to him. He presses a switch 
               on the wall. A gentle light ripples through the back of 
               Helen's hair.

               SHOT of Helen. She turns to him. She is very nearly at a 
               loss for words.

                                     HELEN
                         This is so... well - so many 
                         things... but above all - it's 
                         so...

               She takes a final look round.

                                     HELEN
                         ...completely unexpected! 

               She looks at him searchingly.

                                     HELEN
                         Is all of it yours?

                                     MARK
                         Yes.

                                     HELEN
                         I mean... is it designed by you? 
                         Furnished by you? Tell me about 
                         this room.

               CLOSE SHOT of Mark.  

                                     MARK
                         It belonged to my father 

                                     HELEN
                         What was he?  

                                     MARK
                         Scientist...

                                     HELEN
                         Then this equipment was his?

                                     MARK
                         No...

               He hesitates.

                                     MARK
                         Sold his to buy it...

                                     HELEN
                         But it seems to be so... technical.

               She looks at him with renewed interest.

                                     HELEN
                         If this is where you work, I can't 
                         wait to see what you work at.

               CLOSE SHOT of Mark - in difficulties.

                                     MARK
                         Don't know what to show you?

                                     HELEN
                         Well... what were you looking at 
                         when I interrupted you?

               He looks at her thoughtfully.

                                     MARK
                         All right!

               He crosses to the corner cupboard - opens the door.

               CLOSE SHOT of the cupboard.  WE SEE Mark's hand reach for 
               a spool of film... then hesitate, poised above another 
               spool.

               CLOSE SHOT of Helen - watching with interest.

               REVERSE ANGLE SHOT of Mark. He closes the cupboard, and 
               turns round... there is a spool of film in his hand.

               He walks slowly towards his projector... he seems  for 
               the moment  to have forgotten she is there.

               CLOSE SHOT of Helen - watching him thread the film into 
               the projector.

                                     MARK
                         This is the first... twenty-first 
                         birthday present... I'll ever have 
                         given.

                                     HELEN
                         It's the first I've ever asked 
                         for...

               He places a chair a few feet away from the screen - and, 
               with an oddly courteous bow, beckons her into it. She sits 
               down.

               CLOSE SHOT of Mark. He looks at her intently for a moment - 
               then turns off the lights. Over Helen's shoulder We can 
               just make out the empty screen. Mark switches on the 
               projector.

               CLOSE SHOT of Helen - the light flickering on her face. 

               CLOSE SHOT of Mark staring at Helen's face.

               CLOSE SHOT of Helen. WE SEE her expression of surprise. 
               Over Mark's shoulder WE SEE the surprise growing. Over 
               Helen's shoulder we see the screen. We are looking at a 
               small boy. He is lying in his bed asleep. Although the 
               print is old, we can see that he is a remarkably handsome 
               boy.

                                     HELEN
                         Mark, what a beautiful child.

               The boy turns restlessly in his sleep... one of his pillows 
               falls to the floor.

                                     HELEN
                         Who is he?

                                     MARK
                         Me

                                     HELEN
                         Of course it is!  Then who took 
                         this film?

                                     MARK
                              (quietly)
                         My Father. 

               A light - as if from a small torch  starts to shine on 
               the child's eyes. He moves restlessly.

                                     HELEN
                         What a wonderful idea...

               The light plays on the child's left eye, then on his right. 
               It is growing brighter.

                                     HELEN
                         You'll be able to show it to your 
                         own chi...

               The child wakes up suddenly. He stares at something... 
               then starts to scream.

                                     HELEN
                         You must have had a bad dream...

               CLOSE SHOT of Mark watching her in silence.

                                     HELEN
                         ...but what was that light?  ...The 
                         camera, I suppose?  

               Mark does not answer. The small screen is filled with the 
               face of the screaming, terrified child.

               (Mark's father now tries a not altogether successful 
               dissolve:)

               WE NOW SEE the little boy standing in front of a garden 
               wall. He tries hard to climb to the top of the wall, but 
               falls over. Helen laughs. Mark watches her in silence. 
               Small Mark tries again - and again - to scale the wall... 
               At last he succeeds.

                                     HELEN
                         Whatever are you after?  

               WE SEE the little boy lying flat on the wall staring at 
               something... rapt, motionless.  

               The cine-camera which is taking this picture now tracks 
               rather clumsily towards the wall.

               HIGH ANGLE SHOT over the wall of what is fascinating young 
               Mark - A man and woman are lying on the ground, kissing. 

               The CINE-CAMERA PANS - again rather clumsily - to young 
               Mark... staring intently.

                                     HELEN
                         Naughty boy I hope you were spanked!

               CLOSE SHOT of Helen. It suddenly occurs to her.

                                     HELEN
                         ... but, Mark... what a strange 
                         thing for your father to photograph.

                                     MARK
                         Switch off?

                                     HELEN
                         No.

               She stares again at that lonely figure perched on the wall.

                                     HELEN
                         No. 

               The small screen begins to dissolve ...so does the large 
               one.

                                                            DISSOLVE TO:

               INT. HELEN'S SITTING ROOM - NIGHT

               Over Mrs. Stephens' shoulder WE SEE the party in progress. 
               The glass by her side is full again. Tony is dancing with 
               an attractive blonde.

                                     MRS. STEPHENS
                         Tony!

               He turns round.

                                     TONY
                         Me, Mrs. Stephens?

               The head nods.

               Tony advances reluctantly towards her.

               REVERSE ANGLE SHOT of Mrs. Stephens.

               Over Tony's shoulder WE SEE a powerfully built and once 
               lovely woman.

               She is so perpetually drunk as almost to be sober. The few 
               movements she makes are slow - deliberate - and give nothing 
               away. The voice articulates so carefully that the slur 
               scarcely shows.

               The fact that she is blind almost helps to conceal the 
               fact that she is drunk. Her sightless eyes stare out the 
               camera as Tony reaches her.

                                     MRS. STEPHENS
                         I want a word with you.

                                                            DISSOLVE TO:

               CLOSE SHOT of Helen's eyes. The light from the projector 
               flickering into them.

                                     HELEN
                         I hate people who chatter in films - 
                         but there's so much I want to ask.

               CAMERA PULLS BACK

               INT. THE INNER ROOM - NIGHT

               She is leaning forward, her face cupped in her hand, 
               watching the small screen intently.

               CLOSE SHOT of Mark. His face is cupped in his hand as he 
               watches her intently.

               Over Helen's shoulder WE SEE Mark in the making.

               The child is again asleep... this time he is being 
               photographed from the head of the bed - the CAMERA POINTING 
               STRAIGHT DOWN AT HIS FACE.

               A beam of light starts to shine onto his eyes, first onto 
               the left, then onto the right.

                                     HELEN
                              (in a whisper)
                         Again?

               Mark looks at her in silence.

               The boy moves restlessly, then turns over onto his face, 
               pulling the bedclothes round him. His right hand is limp 
               on the pillow. The light shines for a moment on this hand, 
               then goes out.  Helen half turns towards Mark.

                                     HELEN
                         Mark, this isn't some kind of jo...

               Her attention is suddenly riveted on the screen.

                                     MARK
                              (in a whisper)
                         No, Helen. 

               Over Helen's shoulder WE SEE something drop onto the child's 
               bed... something which stays quite still for a moment, 
               then starts crawling towards the counterpane. It is a small 
               lizard.

                                     HELEN
                         Mark, whatever is that?

               Her voice trails away. She stares - repelled and fascinated - 
               at the screen.

               WE SEE Mark reach for his cine-camera. 

               Over Helen's shoulder WE SEE the lizard reach the 
               counterpane. It stretches itself out on the floral design - 
               its body is pointed towards the child's hand.

               WE HEAR a click - and suddenly a spotlight falls onto 
               Helen's face.

               OVERLAID is the GENTLE PURRING of Mark's cine-camera. She 
               wheels towards him - blotting out the small screen.

                                     HELEN
                         What are you...

                                     MARK
                         wanted to photograph you... 
                         watching...

                                     HELEN
                         No, Mark!

               The camera purrs on.

                                     HELEN
                         No!

               He switches off the spot... the purring of the camera dies 
               away. She turns towards the small screen.

                                     HELEN
                         help me to understand this... this 
                         nightmare...

               The small boy is sitting upright... screaming with terror... 
               there is no sign of the lizard.

               A handkerchief is thrown onto the boy's bed. He continues 
               crying - looking up into someone's face.

               CLOSE SHOT of Mark watching the screen.

               We hear a man's deep voice overlaid.

                                     MAN'S DEEP VOICE (O.S.)
                         That'll do Mark... dry your eyes 
                         and stop being silly.

               Small Mark reaches for the handkerchief and wipes his 
               eyes... his hands are trembling.

               The small screen trembles with them into a clumsy dissolve.

               Helen turns to Mark.

                                     HELEN
                         All right... now look... Mark - 
                         what was all that about?

               He looks at her helplessly.

                                     HELEN
                         ... that was a lizard, wasn't it? 
                         Or a...

                                     MARK
                         Liz...

                                     HELEN
                         Well how did it get there?... How 
                         did it get there Mark?...  Was it 
                         a pet?

                                     MARK
                         Not mine...

                                     HELEN
                         Won't you try to explain?

               CLOSE SHOT of Mark staring at the screen.

                                     MARK
                         You'd better go!

                                     HELEN
                         I like to understand what I'm shown!

               She turns to the screen.

                                     HELEN
                         What was your father trying to 
                         do?... Photographing you at nigh...

               Her voice trails away.

                                     MARK
                         better go...

               From Helen's POV WE SEE the screen.

               Small Mark is wearing a dark suit and a black tie.

               He is standing at the foot of a four-poster bed, staring 
               at something in horror and disbelief... his hands clasp 
               the bedrail tightly.

               Slowly - very slowly - he walks towards the head of the 
               bed, staring.

               His lips begin to quiver. He bends forward over the bed. 
               WE CAN SEE the back of his bowed head.

                                     HELEN
                         Mark... what is this?

                                     MARK
                         I am saying... goodbye... my 
                         mother...

               We catch a glimpse of a woman's hands folded in front of 
               her.

               CLOSE SHOT of Helen.

                                     HELEN
                              (in a whisper)
                         He... photographed... that...?

               CLOSE SHOT of Mark.

                                     MARK
                         Yes.

               Suddenly - and healthily - his temper snaps.

                                     MARK
                         ...and this!

               He pushes a lever on his projector as far forward as it 
               will go.

               The film is now shown at tremendous speed - We catch a 
               glimpse of a long line of cars.

                                     MARK
                         ...her funeral!

               It speeds by.

                                     MARK
                         ...and this!

               A confused picture of earth and flowers.

                                     MARK
                         ...her burial!

               The briefest glimpse of a little boy with a spade.

                                     MARK
                         ...and this!

               WE SEE a girl in a bikini by sand-dunes. Mark offers no 
               comment.

                                     HELEN
                         Mark, who is that?

                                     MARK
                         Her successor.

               CLOSE SHOT of Helen.

                                     HELEN
                         Suc-?

                                     MARK
                         He married her... six weeks after... 
                         the previous sequence.

               He pulls back the lever of his projector... the film returns 
               to its normal speed.

               WE SEE the same attractive young woman standing in a garden. 
               She is holding a bewildered and defiant Mark by the hand.

               Suddenly the girl runs towards camera - leaving Mark 
               standing alone.

                                     MARK
                         She filmed... what comes now.

               CLOSE SHOT of Helen watching intently.  It's out of focus!

               From Helen's POV WE SEE a tall man in a black coat walking 
               away from camera. He hurries towards small Mark - who 
               watches him anxiously.

                                     HELEN
                         Is that your father?

                                     MARK
                         The morning that he left for his 
                         honeymoon.

               The back of Mark's father suddenly obscures our view of 
               small Mark... all we can see is that tall figure looking 
               downwards standing very still.

               Camera wobbles - as if the person holding it is laughing.

                                     HELEN
                         What is he doing?

                                     MARK
                         Giving me a present...

                                     HELEN
                         What was it?

               Mark stares at the blurred screen, perspiration trickling 
               down his forehead.

                                     MARK
                         Can't you guess?

               The small screen comes back into focus - and suddenly our 
               camera rushes towards it.

               WE SEE a CLOSE SHOT of a CLOSE SHOT - and at the moment we 
               see it, Mark's Voice is overlaid... A whisper which echoes 
               round the room.

                                     MARK (O.S.)
                         A camera...

               We are looking at a close shot of a camera in a small boy's 
               hands.

               There is a single shrill chord of music on the sound track.

               CLOSE SHOT of the shelf which encircles Mark's room.  

               We are looking at the very same camera which the small boy 
               is holding.

               CLOSE SHOT of the camera in small Mark's hands.

               His father's finger points lo the view-finder.

               Small Mark stares into it. Small Mark begins to smile.

               CLOSE SHOT of Mark watching himself being born.

               CLOSE SHOT of Helen watching Mark.

                                     HELEN
                         Switch it off!

               He continues to stare at the screen.

                                     HELEN
                         Switch it off, Mark!

               She turns to the projector - touches the wrong switch.

               Small Mark and his father go rapidly backwards.

               Mark turns off the projector abruptly. 

               The room is in darkness.

               WE CAN HEAR both of them breathing quickly. 

               The light goes on. Mark is standing by the exit - he keeps 
               his face averted.

               Helen walks slowly towards the exit. She glances round 
               once, over her shoulder, then goes into the other room. 

               Mark stares after her.

               INT. MARK'S SITTING ROOM - NIGHT

               She walks towards the door... turns round suddenly - almost 
               in anger.

                                     HELEN
                         So he was a scientist?

               He keeps his face averted.

                                     HELEN
                         What kind of scientist, Mark?

                                     MARK
                         Biologist.

                                     HELEN
                         What was he trying to do to you?

               He doesn't answer.

                                     HELEN
                         Mark!...

               He turns round slowly. From his POV WE SEE the willingness 
               to understand on her face.

                                     HELEN
                         What was he trying to do to you?

                                     MARK
                         Watch me... grow up...

               She walks towards him... takes his handkerchief from his 
               jacket pocket and wipes his forehead.

                                     MARK
                         He wanted a record of a growing 
                         child... complete in every detail - 
                         if such a thing were possible - 
                         and he tried to make it possible 
                         by training a camera on me... at 
                         all times...

               CLOSE SHOT of Mark.

                                     MARK
                         I never knew... the whole of my 
                         childhood... one moment's privacy...

                                     HELEN
                         And those lights in your eyes?... 
                         and that - thing?

                                     MARK
                         He was interested ... in the 
                         reactions of the nervous system... 
                         to fear...  Fear?

                                     HELEN
                         Fear? 

                                     MARK
                         Fear.

               CLOSE SHOT of the word 'fear'. 

               CAMERA PULLS BACK

               We are looking at the spine of a book on Mark's shelf. The 
               full title reads: The Physiology of Fear by Professor A. 
               N. Lewis.

               MARK'S VOICE IS OVERLAID:

                                     MARK (O.S.)
                         Especially fear in children - and 
                         how they react to it.

               CLOSE SHOT of the word 'fear' on the next book.

               CAMERA PULLS BACK

               The full title reads: FEAR AND THE NERVOUS SYSTEM, PART I. 
               PROFESSOR A. N. LEWIS.  There is a row of such books all 
               by Professor Lewis.

               CLOSE SHOT of Mark.

                                     MARK
                         I think he learned a lot... from 
                         me... I'd wake up... screaming... 
                         sometimes... and he'd be there... 
                         taking notes... and pictures... 
                         and I'm sure good came of it... 
                         for some people... He was brilliant.

                                     HELEN
                         A scientist drops a lizard onto a 
                         child's bed - and good comes of 
                         it?

                                     MARK
                         I don't know... if he did... but 
                         if he did... he'll have learned 
                         something of value...

                                     HELEN
                         If only about lizards!  Mark - it 
                         sounds to me as if your father 
                         was...

                                     MARK
                         He founded clinics.

                                     HELEN
                         He sounds completely...

                                     MARK
                         He was famous! Professor A. N. 
                         Lewis... three clinics.

                                     HELEN
                         Why do you still live in his 
                         house... and watch his films?

                                     MARK
                         They helped make me... what I am.

                                     HELEN
                         A photographer? It's no wonder, is 
                         it? But you still haven't shown me 
                         anything you've photographed!

               He looks at her in silence.

                                     HELEN
                         Will you?

               There is a knock on the door.

                                     MARK
                         One day...

               He hurries to the door, and opens it. 

               Tony is standing there.

                                     TONY
                         Excuse me, but...

               From Tony's POV WE SEE Helen looking at the door of the 
               dark room.

                                     TONY
                         Oh, there you are, Helen.

               She turns towards him.

                                     TONY
                         The party looks like breaking up, 
                         and we were wondering if...

                                     HELEN
                         I'm coming.

               She turns to Mark.

                                     HELEN
                         I wish you'd join us.

               Mark shakes his head.

                                     MARK
                         Thanks... work.

                                     HELEN
                         I hope that you...

               She is suddenly aware of Tony watching her. She glances at 
               the birthday cake on the table.

                                     HELEN
                         ... have a sweet tooth!

               She smiles at him.

                                     HELEN
                         Thank you... for my present.

               She goes into the passage.

                                     TONY
                         Good night, old boy.

               He puts his arm round Helen, and closes the door. 

               Mark stares after them, motionless.

               The CAMERA LINGERS on the birthday cake.

               As the light fades, a voice yells: Cut!

                                                                 CUT TO:

               INT. FILM STUDIO - DAY

               HIGH ANGLE SHOT of a set showing part of a large West End 
               store.

               A blonde is lying unconscious in front of a lift - and a 
               crowd of extras surround her. 

               As the word 'cut' dies away, the extras relax - and the 
               blonde (DIANE ASHLEY) props herself onto her elbow, looking 
               towards the Director.

               CLOSE SHOT of the Director (ARTHUR BADEN) standing beside 
               the camera.

                                     BADEN
                         OK. Print that one!

               He glances at the CHIEF CAMERAMAN (PHILIP TALE), who nods 
               his head in agreement.

               CLOSE SHOT of Mark standing at the back of the camera crew. 
               He shakes his head in disagreement.

               The Chief Cameraman spots Mark's small mutiny and wags his 
               finger at him. As the Chief Cameraman turns away, Mark's 
               finger automatically wags back.

               CLOSE SHOT of Baden looking at his watch. He sighs, then 
               nods to the Assistant Director who stands beside him.

                                     ASSISTANT DIRECTOR
                         All right, everyone! Back at two!

               Baden walks out without a word to anyone. A hubbub of 
               chatter breaks out. The unit downs tools and begins to 
               disperse.

               CLOSE SHOT of one of the extras (VIVIAN) - a small, 
               vivacious, brunette with delicate, attractive features.

               She edges towards the camera crew.

               CLOSE SHOT of Mark watching her.

               Over his shoulder WE SEE Vivian glance towards him. He 
               nods almost imperceptibly.

               Vivian hurries towards the exit.

               Mark turns to a shelf behind him - picks up his cine-camera 
               and a little full string bag containing his lunch.

                                                            DISSOLVE TO:

               EXT. STUDIO GROUNDS - DAY

               CLOSE SHOT of Vivian munching a sandwich.

               CAMERA PULLS BACK

               She is leaning against a wall in a corner of an exterior 
               set - a Chinese temple or a medieval castle (or a 
               combination of each like a Pinewood drawing-room).  

               Beside her she has a small tape-recorder, or record-player. 
               We hear music - modem rhythms.

               There are several people strolling about - but no one in 
               the immediate vicinity. No one... except Mark.  

               CLOSE SHOT of Mark - settling down on the other side of 
               the wall (where they can talk without being seen together).

                                     VIVIAN
                         Mark?

                                     MARK
                         Hallo...  

                                     VIVIAN
                         Were you spotted?  

                                     MARK
                         Don't think so.

                                     VIVIAN
                              (switches off music)
                         Is it tonight? 

               CLOSE SHOT of Mark.

                                     MARK
                         Yes.

               CLOSE SHOT of Vivian.

                                     VIVIAN
                         Mark...

                                     MARK
                         Yes?

                                     VIVIAN
                         You're sure we won't be caught?

                                     MARK
                         Not if you do as I tell you.

                                     VIVIAN
                         I will, I promise.

                                     MARK
                         You haven't... said anything... to 
                         anyone?

                                     VIVIAN
                         Of course not.

                                     MARK
                         Good... like some cake?

                                     VIVIAN
                         Thank you.

               We see him break off a piece of birthday cake, and pass it 
               over to her.

                                     VIVIAN
                         Mark... I want to be quite clear 
                         about this...

               CLOSE SHOT of Mark staring at his cake.

                                     VIVIAN
                         Tonight, when the studio's empty... 
                         I'm to come back-and you're going 
                         to give me a film test... right?

                                     MARK
                         Right.

                                     VIVIAN
                         You'll then print the film - so I 
                         can show it to my agent and anyone 
                         else who matters - right?

                                     MARK
                         Right.

                                     VIVIAN
                         Mark...

               She hesitates.

                                     VIVIAN
                         I've been offered film tests 
                         before... but I haven't liked the 
                         terms.

                                     MARK
                         There aren't any.

                                     VIVIAN
                         Then why are you doing this? Risking 
                         your job and...

                                     MARK
                         Not just for you... Viv... I have 
                         an agent too - and I want to show 
                         him what I can do... I want to 
                         direct...

                                     VIVIAN
                              (switching on music 
                              again)
                         There's someone coming.

               Mark lies motionless behind the wall. A young male EXTRA 
               comes towards Vivian.

                                     EXTRA
                         Hallo - lousy morning's work, wasn't 
                         it?

                                     VIVIAN
                         Yes. 

                                     EXTRA
                         Thought I saw you talking to 
                         somebody...

                                     VIVIAN
                         I was learning my lines.

                                     EXTRA
                         Didn't know you had any...

               He glances at his watch.

                                     EXTRA
                         Want a drink? Dutch?

                                     VIVIAN
                         Later... perhaps.

                                     EXTRA
                         Be seeing you

               He wanders off.

                                     VIVIAN
                         Mark...

                                     MARK
                         Yes?

                                     VIVIAN
                              (switching off music 
                              again)
                         You didn't mind me asking?

                                     MARK
                         No, more cake?

                                     VIVIAN
                         No... you want to direct... more 
                         badly than anything don't you?

               Mark is silent, staring at the sky.

                                     VIVIAN
                         Don't you, Mark?

                                     MARK
                         I want... to photograph... the 
                         impossible...

                                     VIVIAN
                         What is impossible?

                                     MARK
                         Something... that has never been 
                         photographed before.

                                     VIVIAN
                         What?

                                     MARK
                         You really want to know...?

                                     VIVIAN
                         Very much, especially if there's a 
                         part for me.

                                     MARK
                         I want... to photograph a murder... 
                         while it's being committed.

                                     VIVIAN
                         No part for me then.

                                     MARK
                         But that... isn't enough.

                                     VIVIAN
                         Is this a new script?

                                     MARK
                         I want... to frighten... someone... 
                         to death... and photograph... their 
                         expression of fear...

                                     VIVIAN
                         Mark! What's this story called?

                                     MARK
                         That is something... he never 
                         photographed...

                                     VIVIAN
                         Who?

               Mark is silent.

                                     VIVIAN
                         Who is he, Mark?

                                     MARK
                         Anyone.

                                     VIVIAN
                         No one could... they'd be caught!

                                     MARK
                         I wouldn't care... if I had my 
                         picture.

                                     VIVIAN
                         Besides, how would you frighten 
                         anyone to death?

                                     MARK
                         There's a way.

                                     VIVIAN
                         Well, what?

                                     MARK
                         There's a way.

                                     VIVIAN
                         You'd better not tell me! I'll be 
                         scared to death tonight as it is!

               A hooter.

                                     VIVIAN
                         Back on the set - shall I go first?

                                     MARK
                         Please.

               She rises to her feet. From behind the wall comes a gentle 
               whirring purring sound.

                                     VIVIAN
                         What are you doing?

                                     MARK
                         Getting into practice.

               She smiles down at him.

                                     VIVIAN
                         See you tonight!

                                     MARK
                         See you tonight!

               She walks away. And the gentle purring continues. CAMERA 
               PANS to the sun beating down on the lot.

                                                            DISSOLVE TO:

               An arc lamp beating down on the set.

               INT. STUDIO - DAY

               Baden bears down on the Assistant Director.

                                     BADEN
                         Would you enquire if our leading 
                         lady is ready to start leading.

               A cry goes up,

                                     ASSISTANT (O.S.)
                         Miss Diane Ashley, please!... 
                         Miss Diane Ashley, please!...

               CLOSE SHOT of Baden turning towards the entrance.

               CLOSE SHOT of Mark turning towards the entrance.

               CLOSE SHOT of entrance.

               INT. STUDIO - DAY

               Miss.  DIANE ASHLEY appears... among the many qualities 
               she radiates is goodwill - especially towards Miss Diane 
               Ashley.

                                     DIANE
                         How are you, Sparks? Chippy? Bob?

                                     VOICES
                         Hallo, Diane... 

                                     DIANE
                         How are you, Tom? Roger?

                                     VOICES
                         Hallo, Diane...

               And so on, until:

                                     DIANE
                         How are you, Phil?... Mark?

               CLOSE SHOT of Mark.

                                     MARK
                         Hallo, Miss Ashley.

                                     DIANE
                              (to a figure high 
                              in the scaffolding)
                         How are you, Pete...?

                                     VOICE
                         Hi, Di!

               She reaches Baden - and completely ignores him.

                                     BADEN
                         Darling, you've only been playing 
                         this part for three weeks, so in 
                         case you haven't yet had a chance 
                         to read the script...

               She ignores this.

                                     BADEN
                         ... may I remind you that you're a 
                         girl with an irresistible impulse!

               She looks at him - then at her hand - and nods.

                                     BADEN
                         a kleptomaniac! Who cannot help 
                         stealing... Get inside her, 
                         Diane!... What - in all the world - 
                         do you most want to steal?

                                     DIANE
                         The limelight!

               Baden sighs.

                                     BADEN
                         We'll run the scene where you catch 
                         sight of the store detective and 
                         faint... Where's the girl who plays 
                         the bystander?

               Vivian steps forward.

                                     BADEN
                         How are you?

                                     VIVIAN
                         Hallo, Diane...

                                     1ST ASSISTANT
                         Positions, everyone!

               CLOSE SHOT of Vivian taking her position in front of the 
               lift. She glances at her watch.

               CLOSE SHOT of Mark standing by the side of the studio 
               camera. He glances at his watch.

               CAMERA TRACKS towards the lift.

               From Mark's POV WE SEE Diane catch sight of the Store 
               Detective - and crumple in a faint.

                                     BADEN
                         Hit that floor with a thud!

               CLOSE SHOT of door marked: DON JARVIS - MANAGING DIRECTOR.

                                     BADEN (O.S.)
                         D.J. insists on realism!

               A timid knock is overlaid before we dare enter.

               INT. EXECUTIVE OFFICE - AFTERNOON

               CLOSE SHOT of a pile of scripts on a great man's desk.

               CAMERA PULLS BACK

               MR. JARVIS is immersed in reading a script... his eyes 
               race across the page.

               Over his shoulder WE SEE what he is reading... a sheet of 
               figures attached to the script.

               At the same time Mr. Jarvis is holding a telephone receiver 
               to his ear - and we hear an enthusiastic VOICE FILTERED 
               THROUGH IT: VOICE (OFF-SCREEN)

                                     VOICE (O.S. FILTERED)
                         ...it's a wonderful subject, D.J.... 
                         Paramount wants it, M.G.M. wants 
                         it, Columbia wants it.

                                     JARVIS
                         But is it commercial?

                                     VOICE (O.S. FILTERED)
                         Danny Angel wants it!

               Still reading the script, Mr. Jarvis lays the receiver on 
               his desk and picks up another.

                                     JARVIS
                         Are those budgets ready? Well bring 
                         'em in.

               He replaces this receiver and picks up the original.

               The voice is still talking - something about 'a wonderful 
               part for Kenny or Alec'...

                                     VOICE (O.S. FILTERED)
                         Send me a memo - we'll discuss it 
                         next week. 

               He replaces the receiver.  MISS SIMPSON enters. She hands 
               him some folders... her smile curtsies. 

               CLOSE SHOT of Mr. Jarvis opening a folder.

               Over his shoulder WE SEE a page covered with row upon row 
               of figures.

               The great man's finger skims along the figures like a tailor 
               feeling cloth.

                                     JARVIS
                         There's an error!  The total should 
                         be a hundred and fifty thousand 
                         pounds fourteen shillings and 
                         sixpence - not thirteen and 
                         ninepence... That could mean the 
                         difference between profit and loss 
                         on a first feature!

                                     MISS SIMPSON
                         Sorry, D.J.

               He glowers at her - but his day is made.

                                     JARVIS
                         Any units working late tonight?

                                     MISS SIMPSON
                         Only one, sir. Night exteriors on 
                         the lot. The Elephant with two...

                                     JARVIS
                         That animal needs a stick of 
                         dynamite!

               CLOSE SHOT of Jarvis.

                                     JARVIS
                         Remind me to pay them a visit 
                         tonight.

                                     MISS SIMPSON
                         Yes, D.J.  

               She makes a note in her little book.

                                     JARVIS
                         Now, Miss Simpson... take a memo 
                         to all department heads...

               Over his shoulder WE SEE an open window. CAMERA TRACKS 
               towards it.

                                     JARVIS (O.S.)
                         In light of the new economy drive...

                                                            DISSOLVE TO:

               CLOSE SHOT of Clapper Boy's board.  It reads: Take 49.

               THE CAMERA PULLS BACK

               INT. STUDIO - LATE AFTERNOON

                                     BADEN
                         Again, please... and, darling...

               He turns to Diane, who is wearily picking herself up off 
               the floor.

                                     BADEN
                         ... just this once... will you 
                         please make an effort to forget 
                         that you're stunning, and try to 
                         look as if you're stunned...?

                                     DIANE
                         Say one kind word - and I would 
                         be!

                                     ASSISTANT
                              (hastily)
                         Positions, everyone!

                                                            DISSOLVE TO:

               MONTAGE SEQUENCE:

               Camera crew on a tracking shot. Mark is operating the Selsen 
               motor.  

               Baden - shaking his head.  

               Diane - picking herself up off the floor.  

               Clapper Boy's board  reading: Take 57.  

               Vivian - glancing at her watch.  

               Mark - glancing at his.  

               Diane - picking herself up off the floor.

                                     DIANE
                         If I have to faint once more I 
                         shall faint!

                                                            DISSOLVE TO:

               CLOSE SHOT of Baden - triumphant at last.

                                     BADEN
                         Cut! How was that?...
                              (thumbs up all round - 
                              with one exception)
                         Mark?

               Mark nods perfunctorily.

                                     BADEN
                         Print it!  

               He glances at his watch - then nods to the Assistant 
               Director.

                                     ASSISTANT
                         That's it, boys and girls . . . 
                         wrap it up! Night-night everyone! 
                         Baden puts his arm round Diane's 
                         shoulder.

                                     BADEN
                         How are you, darling?

               She makes a hobbling exit.  

               CLOSE SHOT of Vivian hurrying towards the exit carrying 
               her little recorder.

               In a burst of chatter, the unit starts to disperse.

               CLOSE SHOT of Mark picking up his cine-camera and his lunch 
               bag.

               The CLAPPER BOY comes up to him.

                                     CLAPPER BOY
                         Catching the bus?

                                     MARK
                         Not tonight... meeting someone... 
                         for a drink.

                                     CLAPPER BOY
                         Wanted to discuss the film at the 
                         Everyman... Tomorrow then?

                                     MARK
                         I hope so.

                                     CLAPPER BOY
                         Good night, Mark.

                                     MARK
                         Good night.

                                                            DISSOLVE TO:

               CLOSE SHOT of Vivian. She is sitting at a dressing-room 
               table... making-up with care.

               INT. DRESSING ROOM - LATE AFTERNOON

               Three other girls share the dressing room with her.

               There is a knock at the door - and the Young Extra who 
               spoke to Vivian in the grounds pokes his head round.

                                     EXTRA
                         Greetings... lousy afternoon's 
                         work, wasn't it? Who wants a lift 
                         to town?

                                     1ST GIRL
                         In what?

                                     EXTRA
                         colleague's car... there's room 
                         for two on my lap - three at a 
                         pinch.

                                     1ST GIRL
                         Which is what we'd get.

                                     2ND GIRL
                         You, Viv?

                                     VIVIAN
                         No, thanks... I've a date... at 
                         the Local.

                                     1ST GIRL
                         Us two then?

                                     2ND GIRL
                         I'm game... might as well get 
                         pinched in a car as squeezed in a 
                         tube.

               EXT. THE CAR PARK - LATE AFTERNOON

               The cars are streaming towards the gate.  

               CLOSE SHOT of Baden driving a small new car.  

               CLOSE SHOT of the Chief Cameraman driving a large old one.

               INT. DON JARVIS' OFFICE - LATE AFTERNOON

               He is still immersed in his figures.  

               Miss Simpson is walking to the door. She glances at her 
               little book.

                                     MISS SIMPSON
                         I'm to remind you to pay a surprise 
                         visit tonight to The Elephant 
                         with...

               He grunts.

                                     MISS SIMPSON
                         Good night, D.J. 

               Jarvis goes on reading...

                                                            DISSOLVE TO:

               CLOSE SHOT of Vivian.

               INT. DRESSING ROOM

               Music playing. Vivian moves about nervously in front of a 
               mirror in the deserted dressing room. She wears slacks and 
               a shirt. She glances at her watch - her hands are trembling -
               looks at watch, hears the fireman coming, then switches 
               off the music and hides in the big cupboard -

               INT. CORRIDOR

               Fireman making his rounds, turning off lights.

               EXT. THE CAR PARK - EARLY EVENING

               Only a few cars now remain. It is beginning to grow dark.

               INT. STUDIO CORRIDORS - EARLY EVENING

               The long corridors are dim and deserted.

               INT. PASSAGE - EARLY EVENING

               The fireman is making his rounds.

               INT. DRESSING ROOM - EARLY EVENING

               Vivian is standing in the cupboard - the lights are on.

               INT. CORRIDOR - EARLY EVENING

               Fireman opening the dressing-room doors - and glancing 
               inside.

               INT. POWER HOUSE - EARLY EVENING

               Two electricians are smoking.

               INT. CORRIDOR - EARLY EVENING

               Fireman opens the door of Vivian's dressing room.

               INT. DRESSING ROOM - EARLY EVENING

               From Vivian's POV WE SEE the lights go out.

               WE HEAR the sound of the door closing - and the Fireman's 
               footsteps disappearing down the corridor.

               INT. DON JARVIS' OFFICE - EARLY EVENING

               The great man closing up his folder... glancing at his 
               watch... turning out the light.

                                                            DISSOLVE TO:

               INT. CORRIDOR - EARLY EVENING

               Vivian is hurrying along a deserted corridor... and the 
               little recorder.  

               She pauses - and glances out of a door.

               She carries her case Over her shoulder WE SEE the studio 
               lot - in a blaze of light we can see a crowd of people 
               hanging about in solar topees and tropical kit. 

               REVERSE SHOT of Vivian watching anxiously. 

               She turns away - and hurries down the corridor.

               EXT. THE COURTYARD. EARLY EVENING

               Don Jarvis strides across the courtyard. We can almost 
               hear - and perhaps we do - a cash register ringing up.

               One of the white-clad figures lounging indolently in the 
               doorway glances round, sees the Inquisition approaching 
               and freezes. His degree of terror might satisfy Mark.

               The great man strides on.

                                                            DISSOLVE TO:

               INT. ENTRANCE TO STAGE E. - EARLY EVENING

               Vivian pauses in front of the entrance to the set.  

               Above the note is a notice: 'NO ADMITTANCE WHILE RED LIGHT 
               IS ON'.

               The light is out.  

               Vivian looks round - there is no one in sight.

               Vivian slips in quietly, and closes the door behind her.

               INT. STUDIO - EARLY EVENING

               The set is in darkness.

               CLOSE SHOT of Vivian looking round.

                                     VIVIAN
                              (in a whisper)
                         Mark...?

               No reply.  Vivian hesitates... then edges slowly forward.

               Ahead of her are shadowy counters full of merchandise. 
               Beyond them is the door of the lift.  

               CLOSE SHOT of the studio camera and the Director's empty 
               chair beside it.  

               CLOSE SHOT of Vivian edging forward.

                                     VIVIAN
                         Mark...? 

               She reaches one of the counters - and leans against it, 
               looking around.  

               REVERSE ANGLE shot of Vivian. She is leaning against the 
               counter of the trunk department. Trunks and suitcases at 
               'greatly reduced prices' are piled behind her.  

               CLOSE SHOT of Vivian. She starts whistling nervously under 
               her breath.

               Very faintly overlaid is the sound of Mark whistling under 
               his.

               Vivian stops whistling - and so does Mark.

               She listens intently for a moment - then peers at her watch.

               CLOSE SHOT of the watch on Mark's wrist.

               CLOSE SHOT of Vivian. She shivers suddenly... then looks 
               at her watch again. She hesitates... then turns towards 
               the exit, and starts to edge back. She trips over a cable 
               and almost falls.

               Suddenly she is bathed in light.

               She wheels round. One of the big spots is beating down on 
               her.

                                     VIVIAN
                         Mark...?

               No sign of him. Overlaid is a gentle purring sound.  Where 
               are another light comes on, shining through her hair.

                                     VIVIAN
                         Mark!

               The sound of his steps is overlaid.

                                     VIVIAN
                         Listen... we must...

               His footsteps stop... she looks round.

                                     VIVIAN
                         Where are you? 

               His voice is quietly overlaid.

                                     MARK (O.S.)
                         Here, Viv...

               She wheels round.

               CLOSE SHOT of Mark sitting in the Director's chair. He is 
               holding in his lap his cine-camera, and a black bag.  

               CLOSE SHOT of Vivian breathing quickly.

                                     VIVIAN
                         You frightened me!

               He looks at her in silence.

                                     VIVIAN
                         Now listen... they're working late 
                         on the lot.

                                     MARK
                         I know. They're branched off this 
                         stage - I'm using their juice.

               He nods, staring at her intently.

                                     VIVIAN
                         We must call it off... someone's 
                         bound to see us.

                                     MARK
                         They might...
                              (rising slowly)
                         ... but they won't interrupt us 
                         while we're filming... I've put 
                         the red light on.

               INT. ENTRANCE TO SET - EARLY EVENING

               CLOSE SHOT of the red light - burning.

               CLOSE SHOT of Vivian.

               INT. STUDIO - EARLY EVENING

                                     VIVIAN
                         You've what?...

                                     MARK
                         Put the...

                                     VIVIAN
                         Then they'll know someone's here.

                                     MARK
                         They won't come in.

                                     VIVIAN
                         They'll wait outside... what's the 
                         difference?

                                     MARK
                         The difference is... a perfect 
                         film...

               Over his shoulder WE SEE the studio camera.

                                     MARK
                         ... have waited... a long time... 
                         for this... and so have you ... no 
                         one... must interrupt it.

               She glances round at the brazenly burning lights; shakes 
               her head despairingly.

                                     VIVIAN
                         We'll be caught.

                                     MARK
                         What does that matter?

                                     VIVIAN
                         Matter!

                                     MARK
                         You stand to lose... a job as an 
                         extra... I stand to lose... nothing.

               She looks at him in silence.

                                     MARK
                         ...the results must be so perfect... 
                         that the risks don't count...  

               CLOSE SHOT of Mark.

                                     MARK
                         So perfect... that even he ...
                              (he hesitates)
                         ... even he... would say...

                                     VIVIAN
                         Who Don Jarvis!?

               He looks at her, then nods.

                                     VIVIAN
                         Oh! He'd say:
                              (imitating the great 
                              man's voice)
                         Sign on the dotted line, kiddies! 
                         You can use my pen, but bring your 
                         own ink!
                              (her excitement is 
                              growing)
                         Mark... if you're sure it's worth 
                         it?

                                     MARK
                         It's time to find out, Viv...

               He walks slowly towards the studio camera.  

               She prepares for the test by switching on music and warming 
               up with dance movements.

                                     VIVIAN
                         Come on! Get hot!
                              (she accents the 
                              rhythm)

               Mark puts the cine-camera and the black cloth bag on the 
               dolly, slowly mounts the platform, closes the blimp - and 
               swings the camera.

               We watch him from the top of the studio, from the door of 
               the studio, from the Director's chair. And finally WE WATCH 
               HIM from Vivian's POV. She stops dancing but the music 
               continues.

                                     MARK
                         You belong there...  

               He stares ahead of him, his mind far, far away... then 
               bends and looks into the finder.  

               There is a single harsh chord of music - and the screen 
               goes dark. It remains dark for a moment.

               Suddenly the darkness parts like curtains - and in the 
               centre WE SEE Vivian's face in the finder of the studio 
               camera. (Unlike the ground-glass of the newsagent's camera, 
               we see everything the right way up and in perfect 
               perspective.)

               Mark hooks a filler-light below the camera and switches it 
               on. He adjusts the finder until he has made of Vivian's 
               delicate features a radiant miniature.

               The miniature smiles shyly at him. She has stopped dancing 
               and is looking directly at the camera. Music continues.

                                     VIVIAN
                         I do feel alone in front of it...
                              (she hesitates)
                         I suppose stars never do?

                                     MARK
                         They feel alone without it...
                              (he looks in the 
                              eyepiece)

               Through the film, we can see only her eyes - large and 
               wistful.

                                     MARK
                         ... and the great ones... feel 
                         alone... all the time...

               She becomes the uninhibited Vivian again.

                                     VIVIAN
                         Then I'm great, boy! What is it 
                         you want me to act?
                              (she strikes an 
                              attitude a, la 
                              Rabbins)

               He looks up from the camera; she smiles and starts keeping 
               time to the rhythm again.

                                     VIVIAN
                         Being frightened to death?

                                     MARK
                         You remembered?

                                     VIVIAN
                         Yes - and I'll have a go!

               We hear his quick breathing.

                                     VIVIAN
                         I've been wondering all the 
                         afternoon how you'd do it!  I'll 
                         bet you've thought of a wonderful 
                         twist!
                              (she does a wonderful 
                              twist)

               CLOSE SHOT of Mark. He looks down - a little sadly - and 
               peers into the finder. (The camera dolly is on tracks - he 
               tracks forward.)

               Music continues - piano.  

               In the finder WE SEE a large trunk - 'at greatly reduced 
               prices'  on the shelf behind Vivian.

               From Vivian's POV WE SEE Mark leave the studio camera  
               and hurry towards the trunks. She watches him wide-eyed.

                                     VIVIAN
                         What are you doing?

                                     MARK
                         Building us a set.

               He reaches for the largest trunk.

                                     VIVIAN
                         Why not pull the studio down while 
                         you're about it? They can only 
                         hang you once.

                                     MARK
                         Exactly.

               He carries the trunk towards the studio camera, and lays 
               it carefully on the floor.

               Music continues.

               Vivian peers into the front-glass of the studio camera  
               as if it were a mirror. The rhythm of the music changes.

                                     VIVIAN
                         If only Don Jarvis could see me 
                         now!

               She jumps onto the trunk and taps.  

                                     VIVIAN
                         If only I could see Don Jarvis 
                         now!

               She giggles again.

                                     VIVIAN
                         I warn you, Mark - I'm hysterical... 
                         I'd rather act dying of laughter, 
                         if it's all the same to you...

               She jumps off the trunk onto the floor.

               He opens the trunk. she jumps into it. Her laughter echoes 
               round the deserted studio.

                                                            DISSOLVE TO:

               INT. POWER HOUSE - EARLY EVENING

               The two electricians are roaring with laughter. One of 
               them is making tea.

                                     1ST ELECTRICIAN
                         So he did it again! Now you tell 
                         one.

               CAMERA PANS to a dial on the wall... one of the needles 
               flickers slightly.

                                     2ND ELECTRICIAN
                         Half a mo...

                                     1ST ELECTRICIAN (O.S.)
                         One lump or two?

                                     2ND ELECTRICIAN
                         As the starlet said to the casting 
                         director... 

               He turns away from the dials, and grasps at the outstretched 
               mug.

                                                            DISSOLVE TO:

               CLOSE SHOT of Vivian recording - her little recorder is 
               twittering back at great speed.

                                     VIVIAN
                              (to Mark, over her 
                              shoulder)
                         What are you doing?

               She restarts music.

               INT. STUDIO - EARLY EVENING

               She is watching Mark curiously as he arranges the lighting.

                                     MARK
                         Be patient, Viv... it's going to 
                         be worth it.

               CLOSE SHOT of the studio camera. In front of it - fixed on 
               a small hook - is a tape measure.

               Mark reaches for it... then carefully measures the distance 
               between the trunk and the camera... then he takes apiece 
               of chalk from his pocket and makes a small cross on the 
               floor.

               The music continues.

                                     VIVIAN
                         Oh well! I've stood alone in front 
                         of a studio camera! That's more 
                         than most have.

                                     MARK
                         Ever stood... behind one?  

               He glances at a nearby dial - only a few feet away from 
               the one which is flickering.

                                     VIVIAN
                         No.

                                     MARK
                         Help yourself.

               She goes around the camera out of sight - and he is out of 
               hers. He glances into the trunk - it is deep, and very 
               empty.

                                     VIVIAN
                              (accenting the rhythm)
                         I can see you, Mark... perfectly!

                                     MARK
                         Good...

                                     VIVIAN
                         Yes, sir! I'll bet I'm the best 
                         camerawoman in the business! . . .
                              (beating time with 
                              her feet)

               Mark hurries to the side of the studio camera and picks up 
               his cine-camera.

                                     VIVIAN (O.S.)
                         I've lost you!

                                     MARK
                         I'll be back.

               Suddenly Mark's face appears in the finder.

                                     VIVIAN
                         Welcome, stranger!

               We see Mark raise his cine-camera. He seems to be pointing 
               it straight at us.  We hear a gentle purring.

                                     VIVIAN
                         What are you doing?

                                     MARK
                         Photographing you photographing 
                         me...

               High angle shot of Mark standing in front of the studio 
               camera - photographing her photographing him.

                                     VIVIAN
                              (in mock awe)
                         Mark, you're brilliant...

               He walks slowly towards her, holding his cine-camera to 
               his eyes.  In the finder of Mark's cine-camera WE SEE Vivian 
               at the studio camera. She comes closer and closer.

                                     VIVIAN
                         Lost you again!

                                     MARK (O.S.)
                         Never mind.

               We see him standing almost on top of her - his cine-camera 
               trained on her.

                                     MARK
                         I'm ready now, Viv...

               She looks up slowly - and a little hesitantly. Music, all 
               drums.

                                     MARK
                         Go and stand on that cross, will 
                         you?

                                     VIVIAN
                              (solemnly)
                         Yes, sir, Mr. Director, sir.

               He watches her in silence as she walks to the front of the 
               studio camera and takes up her position. while the drum-
               beat continues.

                                                            DISSOLVE TO:

               EXT. COURTYARD - EARLY EVENING

               Don Jarvis is leaving the unit working on the lot. It is 
               now bustling with activity.

               A girl comes up to him... She raises her cigarette for a 
               light - and looks into his eyes.  

               He hands her a box of matches... and walks away.  Over his 
               shoulder we see the other stages - apparently empty. Don 
               Jarvis hesitates, then strides towards one.

               INT. POWER HOUSE - EARLY EVENING

               CLOSE SHOT of a dial - the needle flickering slightly. 
               Overlaid is the voice of the 1st Electrician.

                                     1ST ELECTRICIAN (O.S.)
                         ...and here's one of the wife and 
                         nipper...

                                                            DISSOLVE TO:

               INT. STUDIO - EARLY EVENING

               CLOSE SHOT of Vivian staring at the trunk on the floor 
               behind her. The recorded rhythm continues.

                                     VIVIAN
                         Am I supposed to imagine someone 
                         is going to put me in there?

               Mark is watching her over the top of the studio camera.

                                     MARK
                         Yes, Viv...

               He peers into the viewfinder. In the finder we see Vivian 
               looking rather pathetically into camera.

                                     VIVIAN
                         Mark - I hope I won't let you 
                         down... I know you're trying to 
                         create atmosphere for me - but... 
                         I just don't feel frightened! 
                         Wouldn't it be better if I just 
                         did my number?

                                     MARK
                              (shaking head)
                         Later.

                                     VIVIAN
                         Oh all right! I could do anything - 
                         I feel so relaxed - and that's due 
                         to you... You're so at home with 
                         that camera you make me feel at 
                         home too... you have it in you, 
                         boy!

               From her POV WE SEE see him raise his head slightly.

                                     MARK
                         Ready, Viv?

                                     MARK VIVIAN
                              (great effort)
                         Well-I'll try -

               In the finder we see her wrinkling her brow.

                                     MARK VIVIAN
                         But what... would... frighten me 
                         to death?
                              (looking appealingly 
                              into camera)
                         Set the mood for me, Mark...

                                     MARK
                         Well...

               He goes and switches off the recorder. The sudden silence 
               is startling.

                                     MARK
                         Imagine someone... coming towards 
                         you... who's going to kill you - 
                         regardless of consequences...

                                     VIVIAN
                         A madman?

                                     MARK
                         Yes - but he knows it... and you 
                         don't... and just to kill you... 
                         isn't enough for him.

                                     VIVIAN
                         But how would he frighten me to?  

               She stares into focusing screen - intrigued, but not 
               frightened, not even by the silence and shadowy vastness 
               around her.

                                     MARK
                         Stay there, Viv... you're... just 
                         right.

               She stands motionless - staring into camera.

               INT. CORRIDOR IN STUDIO - EARLY EVENING

               CLOSE SHOT of Don Jarvis. He is standing motionless, staring 
               down a corridor.

               What he is staring at is out of camera - and it is puzzling 
               the great man.

               He walks quietly along the corridor. 

               CLOSE SHOT of Vivian.

                                     VIVIAN
                         I can't imagine what you've thought 
                         of!

               INT. STUDIO - EARLY EVENING

               CLOSE SHOT of Mark. He raises his head slowly - and locks 
               the studio camera off. Then he walks slowly towards her.

               HIGH ANGLE SHOT of Mark walking towards Vivian.

               CAMERA ZOOMS DOWN to the trunk behind her. Mark's voice is 
               overlaid:

                                     MARK (O.S.)
                         Suppose this... were one of his 
                         weapons...

               CLOSE SHOT of Don Jarvis.

               INT. CORRIDOR - EARLY EVENING

               The great man is poised for the kill. He is moving forward 
               stealthily... and suddenly breaks into a run. 

               CAMERA PANS - and WE SEE the object of his attentions. A 
               wisp of smoke is coming from behind an alcove.

               CLOSE SHOT of a Fireman - smoking a cigarette. 

               CLOSE SHOT of Don Jarvis - smoking!  

               CLOSE SHOT of the Fireman's terror as he sees Don Jarvis.

                                     JARVIS
                         Smoking on duty!

               The Fireman opens his mouth to explain  and smoke exudes.

                                     JARVIS
                         Come with me!

               The Fireman follows him meekly.

               CAMERA PANS.

               So near - yet a lifetime away - a red light is burning 
               above a closed door.

               CLOSE SHOT of Vivian - puzzled.

                                     VIVIAN
                         That..?

               INT. STUDIO E. - EARLY EVENING

               CLOSE SHOT of Mark.

               He is holding his cine-camera; fixed to it is a collapsible 
               tripod. 

               Suddenly he pulls one leg of the tripod out. WE SEE that a 
               very sharp spike protrudes from the end of it.

               From Mark's POV WE SEE Vivian looking at the spike.

               He raises it towards her - until the spike is only inches 
               from her throat.

                                     VIVIAN
                         Yes... that would be frightening!

                                     MARK
                         But... there's something else...

               We can hear his heart pounding as if it will burst - and 
               gradually Vivian, too, becomes aware of it.

                                     VIVIAN
                         Well? What is it?

               Just for a moment Mark's arm moves. His back hides what he 
               is doing. Suddenly WE SEE Vivian turn her head sharply - 
               she is looking at something out of camera.

                                     VIVIAN
                              (in a whisper)
                         That...?

               The spike is very close to her throat - but Vivian ignores 
               it, staring out of camera.

               Over Mark's shoulder we concentrate on Vivian's face.

                                     VIVIAN
                              (in a whisper)
                         Mark... take it...

               The fear on her face is rapidly growing...

                                     VIVIAN
                         ... away!

               She tries to move back - but the trunk prevents her.

                                     VIVIAN
                         MARK - YOU!

               It is almost a scream.

               We can hear Mark breathing quickly. 

               Vivian raises her hands to push something away from her.  

               Suddenly the screen is filled with her eyes. WE SEE them 
               dilating with terror. There is a sudden crash as the big 
               power switches go out in the roof.

               The lights go out.

               There is a scream in the darkness.

               Then silence.

               The darkness acquires a grey, opaque quality as if one is 
               seeing the world through a curtain - it is the world of 
               Mrs. Stephens.  

               A bright light is felt, rather than seen, beating against 
               our eyelids. It looms closer and stronger.

                                     HELEN'S VOICE (O.S.)
                         And that, darling, is the end of 
                         the news! Unless you want the 
                         football results?

               CLOSE SHOT of Mrs. Stephens, a large glass of whisky - and 
               the bottle - beside her. It is night.

                                     MRS. STEPHENS
                         No thank you.

               CLOSE SHOT of Helen. 'She's Got the Key of the Door' is 
               overlaid.

                                     HELEN
                         What else can I read you?

                                     MRS. STEPHENS
                         The label on this whisky bottle!  
                         Are you sure it says seventy per 
                         cent proof?

                                     HELEN
                         Certain.

                                     MRS. STEPHENS
                         They're bigger liars than the press!

               From Helen's POV WE SEE her reach for her glass with a 
               steady hand.

                                     HELEN
                         Is that your last tonight?

                                     MRS. STEPHENS
                         I doubt it.

                                     HELEN
                         Your last but one?

                                     MRS. STEPHENS
                         Don't haggle.

                                     HELEN
                              (producing a coin)
                         Toss me double or nothing?

                                     MRS. STEPHENS
                         Done!

               Helen spins the coin on the table Mrs. Stephens listens 
               intently... the coin stops spinning.

                                     MRS. STEPHENS
                         Heads.

               Her fingers shoot out and feel the surface of the coin.

                                     HELEN
                         Bad luck, darling.

                                     MRS. STEPHENS
                         Huh.

               She turns the coin over and carefully feels the other side. 
               Helen watches her with a smile - then looks thoughtfully 
               at the ceiling.

                                     MRS. STEPHENS
                         What are you looking at?

                                     HELEN
                         The ceiling!

                                     MRS. STEPHENS
                         Wondering if that young man is 
                         home?

                                     HELEN
                         Yes. 

                                     MRS. STEPHENS
                         Well he is... I heard him come 
                         in... four paragraphs ago.

               From Helen's POV WE SEE the sightless eyes staring at her.

                                     MRS. STEPHENS
                         Do you like him?

               CLOSE SHOT of Helen.

                                     HELEN
                         Yes, darling.

                                     MRS. STEPHENS
                         Why?

                                     HELEN
                         He has a quality...

                                     MRS. STEPHENS
                              (sipping her glass)
                         Wish this had.

                                     HELEN
                         ... and I think he could help me.

                                     MRS. STEPHENS
                         With your photographs?

                                     HELEN
                         Yes...

               CLOSE SHOT of Mrs. Stephens.

                                     MRS. STEPHENS
                         Helen...

                                     HELEN
                         Yes?

               Mrs. Stephens hesitates - which is rare.

                                     MRS. STEPHENS
                              (abruptly)
                         It doesn't matter. 

                                     HELEN
                              (quickly)
                         Mummy, what's worrying you?

                                     MRS. STEPHENS
                         The price of whisky.

                                     HELEN
                         What else?

                                     MRS. STEPHENS
                         What else matters?

                                     HELEN
                         Don't you like Mark?

                                     MRS. STEPHENS
                         Haven't met him.

                                     HELEN
                         You don't like him! Now why not?

               CLOSE SHOT of Mrs. Stephens. Again she hesitates.

                                     MRS. STEPHENS
                         I distrust a man who walks quietly.

                                     HELEN
                         He's shy!

                                     MRS. STEPHENS
                         His footsteps aren't! They're 
                         stealthy...

                                     HELEN
                         Now darling.

                                     MRS. STEPHENS
                         Are you going up to him?

                                     HELEN
                         May I?

                                     MRS. STEPHENS
                         We both have the key of the door... 
                         Mine needs oiling - and yours needs 
                         exercise... Off you go.

                                     HELEN
                         Thank you.

               She kisses her - and glances at the whisky glass.

                                     HELEN
                         remember that you lost the toss.

               She walks to the door.

                                     MRS. STEPHENS
                         Helen...

                                     HELEN
                         Yes, darling?

                                     MRS. STEPHENS
                         If you're back in five minutes... 
                         I won't even finish this.

                                     HELEN
                         Done!

               She hurries out. Mrs. Stephens instantly refills her glass. 
               CLOSE SHOT of her hand. It has begun to tremble.

               MARK'S DARK-ROOM

               CLOSE SHOT of Mark's hands, in the green light of the dark-
               room. He is busy unloading and winding film onto a 
               developing rack.

               He puts the rack of exposed film into the tank and starts 
               the time clock.

               CLOSE SHOT of the time clock ticking.

               A knock is heard off.

               Mark looks up.

                                     MARK
                         Who is it?

                                     HELEN (O.S.)
                         Helen...

               CLOSE SHOT of Mark.  Faintly overlaid is 'She's Got the 
               Key of the Door'.  He looks down at the clock.

                                     MARK
                              (calling)
                         Come in, Helen!

               INT. PASSAGE - EVENING

               Helen opens the door of Mark's sitting room. We hear Mark 
               call out from the inner room:

                                     MARK (O.S.)
                         Would you... please... wait in 
                         there?... Developing.

               Helen goes in, closing the door behind her.

               INT. MARK'S SITTING ROOM - EVENING

               Helen enters. She speaks loudly to be heard in the dark-
               room.

                                     HELEN
                         Mother heard you come in - so I 
                         guessed you wouldn't be in bed ...

               No reply from the inner room.

                                     HELEN
                         Are you sure this is conven...

                                     MARK (O.S.)
                         Won't be long!

               Helen glances at her watch... then looks curiously round 
               the room.

               CLOSE SHOT of Vivian's recorder, placed on a chair.

               CLOSE SHOT of Helen. She picks it up and looks at it, 
               curiously, fingering the stops.

                                     MARK (O.S.)
                         Hallo.

               Helen turns round. Mark is standing on the threshold of 
               the dark-room.

                                     HELEN
                         Hallo, Mark...

               He walks towards her... he stops suddenly. He is staring 
               at the recorder in her hand.

                                     HELEN
                         I hope you don't mind - is it a 
                         tape-recorder?

                                     MARK
                         Yes.

               Gently he takes it from her - as if it is a cup with which 
               she has finished - and replaces it on the shelf.

               CLOSE SHOT of Helen.

                                     HELEN
                         I'm sure I'm being a nuisance... 
                         but, Mark, I very much want to...

               Her voice trails away.

               CLOSE SHOT of Mark. He is holding out a small package.

                                     MARK
                         Happy birthday.

                                     HELEN
                         Mark! That's very sweet of you - 
                         but really.

                                     MARK
                         It isn't much... I don't know 
                         anything about... presents for 
                         twenty-one... but I saw it this 
                         morning... so... please.

                                     HELEN
                              (gently)
                         Thank you...

               She takes the package, and unwraps it. Inside is a slender 
               brooch

                                     HELEN
                         It's beautiful... 

                                     MARK
                         I like the design... More milk?

                                     HELEN
                         More?... No, thank you, Mark... 
                         and I really appreciate this... 
                         I'm going to put it on now.

               He watches her hold it against her dress.

                                     HELEN
                         There?... Or there?...

                                     MARK
                         The first place...

                                     HELEN
                         I think so too!...

               CLOSE SHOT of Helen pinning it on. 

               CLOSE SHOT of Mark touching his lapel. 

               CLOSE SHOT of Helen glancing at her watch.  

               CLOSE SHOT of Mark glancing at his. He thinks of the ticking 
               clock in the dark-room.  

               Helen looks up, and sees him.

                                     HELEN
                         I am keeping you. 

                                     MARK
                         No... I promise.

                                     HELEN
                         Mark, I'm here for some advice.

                                     MARK
                         From me?  Please...

               He looks as if he has just been voted the best cameraman 
               of the year (unanimously) - and the two films he directed 
               have both won Oscars (though Don Jarvis understood them).  

               His delighted astonishment is such that she has to smile.

                                     HELEN
                         ... I work in a public library - 
                         in the children's section... I'm 
                         telling you that to postpone 
                         admitting what always embarrasses 
                         me...

               She takes a deep breath.

                                     HELEN
                         In my spare time... I write.

                                     MARK
                         What's embar...

                                     HELEN
                         I write stories for children... 
                         but so did Grimm... Hans Andersen... 
                         Lewis Carroll...

                                     MARK
                         Had any published?

                                     HELEN
                         Some short stories.

                                     MARK
                         I'd like to read...

                                     HELEN
                         I learned today... that my first 
                         book... has been accepted! ... For 
                         publication in the spring...

                                     MARK
                         But that's wonderful... what's it 
                         about?

                                     HELEN
                         A magic camera - and what it 
                         photographs...

               CLOSE SHOT of Mark.

                                     MARK
                         Whatever made you... think of that?

                                     HELEN
                         I'll tell you one day - I promise...

                                     MARK
                         Well what does it photograph?

                                     HELEN
                         I'll tell you that too - but, 
                         Mark... this is the problem... The 
                         children who read the book will 
                         want to see the pictures the camera 
                         takes - but the publishers say 
                         they're impossible to photograph, 
                         and suggest drawings... but I don't 
                         agree.

                                     MARK
                         No - nothing's impossible.

                                     HELEN
                         was hoping you'd say that! There 
                         must be photographs - however 
                         difficult to take - and I was 
                         wondering, Mark - if you'd...

                                     MARK
                         Oh yes.

                                     HELEN
                         discuss it with me.

                                     MARK
                         take them.

                                     HELEN
                         Mark - I can't ask you to do that...

               They have cancelled his Oscar.

                                     HELEN
                         I mean... the publisher's mightn't 
                         agree.

                                     MARK
                         I'd take them... for you.

                                     HELEN
                         Yes but... the money.

                                     MARK
                         There are some things... which I 
                         photograph... for nothing.

                                     HELEN
                         I didn't mean to offend you.

                                     MARK
                         Offend?  

               CLOSE SHOT of Mark.

                                     MARK
                         Helen... if you knew what it 
                         meant... for something to happen 
                         to me... that I don't have to make 
                         happen... it's like... you've given 
                         me a twenty-first birthday...

               CLOSE SHOT of Helen looking at him... 

                                     MARK
                         What does your camera photograph?

                                     HELEN
                         Mark - I must go... I just wanted 
                         to know... if you'd talk it over 
                         with me.

                                     MARK
                         When please?

                                     HELEN
                         That's up to you.

                                     MARK
                         Helen ... I don't know much about... 
                         dinner out... but would you come 
                         with me?

                                     HELEN
                         Thank you.

                                     MARK
                         Thank you.

                                     HELEN
                         When?

                                     MARK
                         Oh...  

                                     HELEN
                         What's the matter?  

                                     MARK
                         It had better be soon...

                                     HELEN
                         Are you going away?  

                                     MARK
                         Almost for certain! ...

                                     HELEN
                         Oh... well you suggest when.

                                     MARK
                         Are you free... tomorrow night?

                                     HELEN
                         Yes. 

                                     MARK
                         I hope I am!

                                     HELEN
                         I'll understand if you're not.

                                     MARK
                         I'll try to be - I'll try my hardest 
                         to be.

                                     HELEN
                         Thank you for listening... and for 
                         my present.

                                     MARK
                         and for mine.

               They look at each other in silence.

                                     HELEN
                         Good night, Mark...
                              (turning to the 
                              door)

                                     MARK
                         Good night... Helen...

               He watches her leave, standing very still.

               Offstage, the time clock explodes.

               CLOSE SHOT - the excited clock. Mark's hand silences it.

               INT. DARK-ROOM - GREEN LIGHT

               Mark opens the developing tank, lifts out the rack of film, 
               drops it into the fixing bath.

               He switches light from green to red.  

               CLOSE SHOT - green to red dark-room lamp.  

               Mark lifts the rack of glistening film out of the fixing 
               bath and scans the image.

               CLOSE SHOT - Mark's face and the tell-tale black and white 
               images.

               CLOSE SHOT - the film. A pile of trunks. 

               In the darkness we hear a man enquire softly:

                                     MAN'S VOICE
                         Looking for a trunk?

               CLOSE SHOT of a Tall Man with a severe face. He is standing 
               in front of a familiar pile of trunks marked at 'Specially 
               Reduced Prices'.  

               CAMERA PULLS BACK SLOWLY - and WE SEE whom he is addressing. 
               It is Diane.

               CAMERA PULLS FURTHER BACK and WE SEE that we are in a small 
               theatre watching rushes...

               INT. THEATRE IN STUDIO - DAY

               CAMERA PANS across Baden's disgruntled face... the Chief 
               Cameraman's bored face... the Script Girl's puzzled face... 
               to Diane's expression of rapture as she watches herself on 
               the screen.

                                     DIANE (O.S.)
                         I'd like to see that one.

               From Diane's POV WE WATCH the screen. We see the Tall Man 
               (SHOP ASSISTANT) reaching for a trunk and laying it on the 
               counter. He opens it with a flourish. Vivian passes across 
               the screen - glances casually at the trunk - and wanders 
               off.

                                     BADEN
                         No - no - no - we must get some 
                         comedy into this...!

               The Assistant Director nods.

                                     BADEN
                         We'll retake it this morning...

               CAMERA LINGERS for a moment on the screen as Diane (on-
               screen) smiles at the Assistant.

                                     DIANE
                              (she pockets a small 
                              item)
                         I'll take it.

               The Assistant bows and closes the trunk. We dissolve to 
               the set itself -

                                                            DISSOLVE TO:

               INT. STUDIO - DAY

               The Assistant is leaning over the counter, listening 
               intently. Diane stands in front of the counter, receiving 
               the attentions of the Make-up Man.  

               Baden's voice is overlaid:

                                     BADEN
                         I want some comedy in this scene...

               CAMERA PULLS BACK 

               The unit is busy preparing for a retake. The studio camera 
               (and its crew) are off camera, and we concentrate on Baden 
               briefing his artistes.  

               He is clutching a script as if afraid that opening it might 
               be indecent exposure.

                                     BADEN
                         Instead of taking the first trunk 
                         you see, I want you, darling... to 
                         ask for a blue trunk - and when he 
                         brings it to you, to ask for a red 
                         one - and when he brings that, to 
                         ask for a white one...
                              (turns to the 
                              Assistant)
                         And you, Michael... get the trunks 
                         one by one - growing more and more 
                         fed up - and we'll end on a gag 
                         which I'll think of in a minute - 
                         all right?

                                     DIANE
                         I don't feel it!

                                     BADEN
                         Don't feel it! Do it!

                                     ASSISTANT DIRECTOR
                              (hastily)
                         Positions, everyone!

               Over Mark's shoulder - behind the camera - WE WATCH the 
               Unit taking up positions.

                                     ASSISTANT DIRECTOR
                         Anyone seen Vivian?

                                     BADEN
                         Who?

                                     ASSISTANT DIRECTOR
                         The red-headed bystander - Viv.

                                     BADEN
                              (impatiently)
                         Never mind - I'm cutting her out 
                         of this scene... Let's run it.

                                     ASSISTANT DIRECTOR
                              (shouting)
                         Quiet, everyone!

               From Mark's POV WE WATCH the scene being rehearsed. Diane 
               approaches the trunk counter and the Assistant smiles at 
               her.

                                     ASSISTANT
                         Can I interest you in a trunk?

                                     DIANE
                         Thank you...
                              (pointing)
                         I'd like to see that one...

                                     ASSISTANT
                         Certainly, madam...  

               He turns away. She pockets a small item from the counter. 
               He heaves a trunk forward.

                                     ASSISTANT DIRECTOR
                         It's beautifully fitted -
                              (he opens it)

               She takes a perfunctory glance -

                                     DIANE
                         I'd like to see one in red.

                                     ASSISTANT
                         Certainly, madam.

               She pockets another item.  He turns and wrestles with 
               another trunk... brings it forward and opens it

                                     DIANE
                         ... do you have one in white?

                                     ASSISTANT
                         Certainly, madam.

               Mark walks away quietly from the back of the Camera Crew. 
               He hurries to the shelf where he keeps his cine-camera and 
               a lunch basket. He reaches for his camera.  

               Diane's voice is overlaid.

                                     DIANE (O.S.)
                         Do you have one in blue?

                                     ASSISTANT (O.S.)
                         Certainly, madam...

               Mark turns towards the rehearsal and raises his cine-camera. 
               WE SEE the Assistant try to lift a blue trunk - and half 
               collapse with the weight of it.

               CLOSE SHOT of Baden - beaming.

               The Assistant manages to drag the trunk forward. He leans 
               over it - exhausted - then starts to open it.

               Mark moves round until Diane's face is in the finder.

               As the lid of the trunk is opened we can see only her eyes 
               above the rim of the lid... WE HEAR her scream.

               CLOSE SHOT of Baden - freezing.  

               There is the sound of a body falling to the ground.

                                     BADEN
                         The silly bitch! She's fainted in 
                         the wrong scene...

                                                               FADE OUT:

               In the darkness WE HEAR a telephone ringing... and then 
               another... and then another... then they all merge into 
               one big blast.

               FADE IN:

               CAMERA TRACKS quickly towards a door marked PUBLICITY 
               DEPARTMENT.

               INT. PUBLICITY DEPARTMENT - DAY

               The Head of publicity has a receiver to his ear.

                                     HEAD OF PUBLICITY
                         is this a gag?... A girl in a 
                         trunk!... Who is she?... Well, 
                         which unit?... The walls are closing 
                         in?... What a break for them!... I 
                         mean what a heartbreak!
                              (he is already 
                              speaking into 
                              another telephone)
                         call a press conference.
                              (he turns to the 
                              original telephone)
                         I'm on my way down!

               EXT. LONDON - DAY

               A police car. There are two men seated at the back.

               INT. POLICE CAR - DAY

               CHIEF INSPECTOR GREGG is reading a file. A plain-clothes 
               SERGEANT (MILLER) is seated next to him. The Sergeant 
               glances at his Chief apprehensively.

                                     SERGEANT MILLER
                         Excuse me, Chief.

                                     CHIEF INSPECTOR
                         Mm?

                                     SERGEANT MILLER
                         We pass my house when we reach the 
                         bypass. Would you mind if I drop 
                         off for a minute?

                                     CHIEF INSPECTOR
                              (without raising 
                              his eyes)
                         To collect your kid's autograph 
                         book?

                                     SERGEANT MILLER
                         Yes, Chief!... If the nipper hears 
                         where I've been...

                                     CHIEF INSPECTOR
                              (turns to the driver)
                         All right, Dawson - anything to 
                         help the Sergeant...
                              (stares down at the 
                              folder)
                         ... and it's about time the Sergeant 
                         helped me - we're getting nowhere 
                         with this.

               Over his shoulder WE SEE what he is looking at - it is a 
               photograph of Dora in her furs and finery.

                                     SERGEANT
                         What about that man the landlady 
                         passed?

                                     CHIEF INSPECTOR
                         She couldn't describe him - except 
                         to say that he was carrying 
                         something that she couldn't see.

                                     SERGEANT
                         That's a help.

               CLOSE SHOT of the Inspector staring at the folder.

                                     CHIEF INSPECTOR
                         Sergeant, I've been on the force 
                         thirty odd years... and I have 
                         never seen such fear on anyone's 
                         face as on this girl's...
                              (almost to himself)
                         What was it she saw?

                                     SERGEANT
                         Surely, Chief... a man coming at 
                         her - with a sharp weapon.

                                     CHIEF INSPECTOR
                         I'm familiar with that kind of 
                         terror. This is something new to 
                         me... but what?

               The Sergeant glances at Dora's photograph.

                                     CHIEF INSPECTOR
                         ...now take a look at how we found 
                         her.

               He starts to turn the page

                                                            DISSOLVE TO:

               A door with a sign on it: CANTEEN CLOSED TODAY. 

               CAMERA TRACKS TOWARDS it.

               INT. CANTEEN - DAY

               Mark is sitting by an open window at the far end of the 
               canteen. His cine-camera and lunch basket are by his side.

               From Mark's POV WE SEE that the unit (with the exception 
               of Diane and Baden) is crowded into the canteen.

               They have formed themselves into small groups and are 
               talking in whispers.  The Assistant Director is standing 
               with his back to the door. A GIRL calls out:

                                     GIRL (O.S.)
                         How much longer must we wait in 
                         here?

                                     ASSISTANT DIRECTOR
                         Till the police arrive... D.J.'s 
                         orders.

               Mark glances at a group in the comer. The Trunk Assistant 
               is encircled by eager listeners.

                                     ASSISTANT
                         and when she opened that trunk... 
                         and I saw what was inside... my 
                         dears - I nearly fainted with her -
                              (he runs a delicate 
                              hand across a 
                              delicate forehead)
                         and do you know what horrified me 
                         most?

                                     ASSISTANT DIRECTOR
                         D.J. says not to discuss it.

                                     ASSISTANT
                         Any more sauce from D.J. and I 
                         shall refuse to sign for seven 
                         years! My dears... that poor girl's 
                         expression.

               Mark glances out of the window.

               From his POV WE SEE a police car driving across the 
               courtyard. Mark watches with great interest - then reaches 
               for his cine-camera.

               He photographs the police, then puts his cine-camera on to 
               the table and sits back... waiting. CAMERA LINGERS for a 
               moment on the folded tripod.

                                                            DISSOLVE TO:

               INT. SET - DAY

               The set is completely deserted. It is lit by a single lamp. 
               A solitary trunk stands on the counter, its lid closed.  

               WE SEE Don Jarvis enter, followed by the two Policemen. 
               Baden and the Publicity man bring up the rear.

               Don Jarvis points towards the trunks department. The Chief 
               Inspector nods, then he and the Sergeant approach the 
               counter.

               Carefully the Inspector raises the lid of the trunk - he 
               looks inside.

               CLOSE SHOT of the Inspector - over the top of the lid. His 
               expression is mainly one of surprise.

               CLOSE SHOT of the Sergeant staring into the trunk. He is 
               also surprised - but there is nausea in his face.  

               They look up at almost the same moment... their eyes meet.

                                     SERGEANT
                              (in a whisper)
                         Chief, it's exactly the...

                                     INSPECTOR
                         I know...
                              (he closes the trunk 
                              quickly. Quietly)
                         ... don't say anything.
                              (he faces Don Jarvis)
                         Well, sir... we shall probably 
                         have to interview everyone at the 
                         studio, so we'd better plan a 
                         campaign that won't interfere too 
                         much with your productions.

                                     JARVIS
                              (warming to him at 
                              once)
                         Thank you, Chief Inspector... if 
                         you knew what even a single day's 
                         delay could cost.

                                     INSPECTOR
                         Oh, we do sir.
                              (his eyes are on 
                              the trunk)

                                                            DISSOLVE TO:

               CLOSE SHOT of Mark.

               INT. CANTEEN - DAY

               He is looking out of the window - his camera at the ready.  
               Overlaid is the sound of a door opening... the buzz of 
               conversation dies away. We hear Don Jarvis' voice.

                                     JARVIS (O.S.)
                         If I may have your attention, 
                         please.

               A hand tugs at Mark's elbow. He turns round. The Clapper 
               Boy looks at him waringly.

               From Mark's POV WE SEE Don Jarvis standing in the doorway -
               facing a suddenly hushed room. The great man's hands are 
               folded in front of him -

                                     JARVIS
                         The police wish to interview each 
                         of you individually... after which 
                         you will be at liberty to leave.

               From D.J.'s POV WE SEE the upturned faces - the light from 
               the window falls upon Mark, listening to him with rapt 
               attention. Mark's hands are folded in front of him.

                                     JARVIS
                         There will, of course, be no 
                         shooting today... but work will be 
                         resumed, as usual, tomorrow... 
                         with, I hope, all of you present.

               CLOSE SHOT of Don Jarvis.  

                                     JARVIS
                         I look to you to give the police 
                         your fullest cooperation.
                              (he turns abruptly 
                              and leaves')

               Sergeant Miller enters with a smile.

                                     SERGEANT MILLER
                         Well now... let's get ourselves 
                         organized...
                              (taking a piece of 
                              paper from his 
                              pocket)
                         We don't want to keep you cooped 
                         up in here, so we've worked out a 
                         timetable... We'll talk to the 
                         artists first, then the technicians 
                         in this order...

               Mark reaches for his cine-camera...

                                                            DISSOLVE TO:

               A SERIES OF BRIEF SHOTS of the unit being interviewed by 
               the police.

               EXT. STUDIO GROUNDS - DAY

               The Young Extra who spoke to Vivian in the exterior set 
               points excitedly to the wall where Vivian and Mark lay.  

               The Inspector and Sergeant carefully examine both sides of 
               the wall. The Inspector stoops, picks up something with a 
               pair of tweezers and puts it in an envelope.

               CAMERA PANS.

               A few passers-by look on from a distance. One of them is 
               watching through his cine-camera.

                                                            DISSOLVE TO:

               INT. SMALL OFFICE - DAY

               The Young Extra who shared Vivian's dressing room is talking 
               to the Chief Inspector and Sergeant.

                                     EXTRA
                         ...she said she didn't want a lift - 
                         because she had a call to make 
                         locally.

                                     CHIEF INSPECTOR
                         Did she say where?

                                     EXTRA
                         No, sir... and when I left, she 
                         was still in the dressing room.

                                     CHIEF INSPECTOR
                         I see... let's have a look at this 
                         dressing room, shall we?

                                     EXTRA
                         Yes, sir ...

               INT. PASSAGE IN STUDIO - DAY

               The Policemen and the Extra are walking away from camera 
               down a passage. A few members of other units pass them by 
               without a glance. One of these (A GIRL) smiles into camera.

                                     GIRL
                         Hallo, Mark...

                                     MARK (O.S.)
                         Hallo.

               The girl walks out of picture. THE CAMERA (and Mark) TRACK 
               after the Policemen.

               INT. ENTRANCE TO DRESSING ROOM - DAY

               As the Inspector opens the door of the dressing room, Mark 
               hurries past. He raises his cine-camera and photographs 
               the Sergeant. The Sergeant turns to close the door. He 
               sees Mark. straightens his tie and looks as severe as he 
               can.

                                     SERGEANT
                         Hey, I don't think you ought to do 
                         that!

                                     MARK
                         Sorry, sir.

               He hurries down the passage.

                                     INSPECTOR
                              (turning round)
                         Do what?

                                     SERGEANT
                         Make me famous. Some chap was giving 
                         me a screen test

               The Extra's voice is overlaid - a hint of hysteria in it.

                                     EXTRA (O.S.)
                         That's where she sat.  Inspector.

               The Inspector turns away, and the Sergeant closes the door.

                                                            DISSOLVE TO:

               INT. SMALL OFFICE - DAY

               The door of the small office opens - and the Chief Cameraman 
               comes out.

               CAMERA PANS -

               On a bench at the end of the passage Mark, the Clapper 
               Boy, and a member of the camera-crew are waiting.

                                     VOICE
                         And whoever did it must be...

                                     CHIEF CAMERAMAN
                         You're next.

               The Crew-member hurries into the office, and closes the 
               door. The Chief Cameraman wanders off thoughtfully.  

               Mark and the Clapper Boy are left sitting side by side.

                                     CLAPPER BOY
                         I've been watching you...

                                     MARK
                         Oh?

                                     CLAPPER BOY
                         Have you been filming those 
                         policemen?

                                     MARK
                         Yes, I've a few quite interesting 
                         shots of them - it's a chance I 
                         never expected!

                                     CLAPPER BOY
                         A chance for what?

                                     MARK
                         To photograph... an investigation... 
                         or as much of it as I can.

                                     CLAPPER BOY
                         What on earth for?

                                     MARK
                         It will complete a documentary I'm 
                         making.

                                     CLAPPER BOY
                         documentary?

               Mark nods.

                                     CLAPPER BOY
                         What's it about?

                                     MARK
                         I'd rather not tell you till it's 
                         finished. And it soon will be ...

                                     CLAPPER BOY
                         But suppose they catch you?

                                     MARK
                         Oh they will - they look very 
                         efficient.

                                     CLAPPER BOY
                         Don't you mind?

                                     MARK
                         No.

                                     CLAPPER BOY
                         But they might confiscate your 
                         camera.

                                     MARK
                         I'm afraid they will! But by then... 
                         I'll have finished with it.

                                     CLAPPER BOY
                         I don't...

               The door of the small room opens, and the Crew-member comes 
               out.

                                     CREW-MEMBER
                         You, Mark?

                                     MARK
                         Thanks...

               He rises slowly... the cine-camera is over his shoulder.

                                     CLAPPER BOY
                         Mark, hadn't you better leave that 
                         with me?

                                     MARK
                         No, John.

                                     CLAPPER BOY
                         I'd look after it.

                                     MARK
                         I'm sure of that - but I'd like to 
                         photograph them while they're 
                         questioning me.

               The Clapper Boy looks at him in amazement.

                                     MARK
                         I don't suppose they'll let me.

                                     CLAPPER BOY
                         Mark, are you potty?

                                     MARK
                         Yes, do you think they'll notice?

               The Clapper Boy laughs.

                                     CLAPPER BOY
                         Don't get into any trouble for 
                         heaven's sake  I want to discuss 
                         that film at the Everyman...

                                     MARK
                         Yes... I'd like that...

               He walks slowly towards the door.

               The Clapper Boy takes out a copy of Sight and Sound and 
               starts to read it.

               INT. SMALL OFFICE - DAY

               The Inspector is seated at a desk, reading some notes. The 
               Sergeant is seated by the side of the desk, a pile of papers 
               in front of him.

               There is a gentle knock on the door. The Sergeant glances 
               at a list.

                                     SERGEANT
                         Mark Lewis - focus-puller... 
                         Whatever that may be?

               The Inspector nods.

                                     SERGEANT
                         Come in.

               He puts a tick on the list. There is the sound of a door 
               opening. The Inspector looks up...

               From his POV WE SEE a young man with a camera over his 
               shoulder advancing shyly towards him.

                                     INSPECTOR
                         Mr. Lewis?

                                     MARK
                         Yes, sir...

                                     INSPECTOR
                         I'm Chief Inspector Gregg and this 
                         is Sergeant Miller. Grab a chair.

               The Sergeant glances up.

                                     SERGEANT
                         Ah! My photographer.

                                     MARK
                         I've brought the camera in case 
                         you want to take the film away.

               He holds out his camera.  The Sergeant glances enquiringly 
               at the Inspector.

                                     INSPECTOR
                         That's all right, Mr. Lewis - as 
                         long as we don't appear at the 
                         Odeon next week in place of the 
                         cartoon.

               Mark smiles.

                                     MARK
                         Thank you, sir.

                                     INSPECTOR
                         Well now; have you anything to 
                         tell us?

                                     MARK
                         Don't think so, sir.

                                     INSPECTOR
                         Did you know the girl?

                                     MARK
                         Yes, sir...

                                     INSPECTOR
                         How well?  

                                     MARK
                         Mainly by sight.

                                     INSPECTOR
                         When did you see her last?

               He picks up a pencil  taps it idly on the desk.

                                     MARK
                         Yesterday afternoon - when we 
                         broke...

                                     INSPECTOR
                         Speak to her?

                                     MARK
                         Called out good night - don't know 
                         if she heard?

               CLOSE SHOT of Mark's fingers... tapping on his knee in 
               time to the pencil.

                                     INSPECTOR
                         What did you do then?

                                     MARK
                         Took sqme shots, sir - for a film 
                         I'm making.

                                     INSPECTOR
                         Oh... where?

                                     MARK
                         All over the place, sir... it's a 
                         documentary.

                                     INSPECTOR
                         Anyone with you?

                                     MARK
                         No, sir. Just my camera.

                                     INSPECTOR
                         What time did you arrive home, Mr. 
                         Lewis?

                                     MARK
                         About ten... ten-thirty...

                                     INSPECTOR
                         Anyone see you?

                                     MARK
                         Yes... the people downstairs.

                                     INSPECTOR
                         I see.

               The telephone rings.  The Sergeant promptly answers it.

                                     SERGEANT
                         Sergeant Miller - Right, I'll tell 
                         him...

               He replaces the receiver, turns to the Inspector.

                                     SERGEANT
                         The doctor's finished his examin...

               The Inspector rises at once.

                                     SERGEANT
                         ...wants to see you -

                                     INSPECTOR
                         Right.
                              (he glances at Mark)
                         That'll be all for the moment, Mr. 
                         Lewis - thank you.

                                     MARK
                              (he turns to the 
                              door)
                         Thank you, sir ...

                                     INSPECTOR
                         Wait a minute.

               Mark stands very still.

                                     INSPECTOR
                         direct me to that set of yours, 
                         will you? I'd probably end on 
                         location.

                                     MARK
                         I'll take you there, sir.
                              (he opens the door)

                                     INSPECTOR
                         Thanks.
                              (he glances at the 
                              Sergeant)
                         Carry on with the interviews, 
                         Sergeant.

                                     SERGEANT
                         Yes, sir.

               From the Sergeant's POV WE SEE Mark turn to go into the 
               passage.

               The Sergeant stares at the camera on his shoulder... then 
               the door closes.

               The Sergeant makes a note on a piece of paper.

               INT. PASSAGE - DAY

               The Inspector and Mark walk side by side along the passage. 
               The Clapper Boy comes into view - still reading Sight and 
               Sound.

               The Clapper Boy glances up - just in time to see the 
               Inspector and Mark walk side by side to the end of the 
               corridor.

                                     CLAPPER BOY
                              (staring after them)
                         I warned him to be careful!

                                                            DISSOLVE TO:

               INT. ENTRANCE TO SET - DAY

               A Constable is standing outside the entrance to the set.  
               From his POV WE SEE the Inspector and Mark approach.  The 
               Constable stiffens...  From Mark's POV WE SEE the Constable 
               barring the entrance.

                                     INSPECTOR
                         I think I can find my way now...

               Mark smiles.

                                     INSPECTOR
                         ...thanks for the escort

               The Inspector hurries towards the door of the set. 

               The Constable opens it - and the Inspector goes inside. 

               The Constable closes the door - and stands in front of it. 

               Mark turns away quickly.

                                                            DISSOLVE TO:

               EXT. COURTYARD - DAY

               The carpark is jammed with cars - but there is hardly anyone 
               in sight. Mark hurries towards the large sliding doors of 
               Stage E - they are a few feet apart. He looks round 
               carefully, then slips inside.

               INT. STAGE E. - DAY

               Facing Mark is the darkened set of an hotel bedroom. Beyond 
               this is another set - also in darkness - and beyond this 
               yet another. Only in the far comer of the studio - in the 
               furthermost set - is there a light burning. Voices can 
               faintly be heard coming from this set. 

               Mark walks quietly towards a long ladder which leads up to 
               the gantry. Carefully - rung by rung - he starts to climb 
               the ladder. At the top of the ladder is a gallery. Mark 
               moves along the maze of bridges until he is nearly above 
               the Policemen.

               Mark raises his head cautiously - and looks down.

               Far below WE CAN SEE the Inspector standing next to the 
               Doctor - a tall, silver haired man - who is peering into 
               an open trunk. Detectives are photographing the set. Mark 
               raises his cine-camera... its gentle purring seems to echo 
               round the studio.

               CLOSE SHOT of Mark's jacket pocket. A row of pencils is 
               sticking out. As he leans forward the pencils tilt. 

               Through the finder-matte of Mark's camera WE SEE the 
               Inspector - very far away - peering into the trunk and 
               nodding.

               A faint echo of conversation is overlaid.

                                     DOCTOR (O.S.)
                         No doubt at all... wounds were 
                         caused by the same instrument...

               Mark changes lens (and alters the finder to a 75mm lens). 
               The Doctor's face - thin and impersonal - appears in the 
               finder over the lid of the trunk.

                                     DOCTOR (O.S.)
                         ... both women... subjected to the 
                         most violent shock...

                                     INSPECTOR (O.S.)
                         What sort of shock?

                                     DOCTOR
                         ...still cannot determine - but 
                         look!

               He points to something in the trunk - out of the camera's 
               eye-line.

               CLOSE SHOT of Mark.

               He balances carefully - then raises the camera above his 
               head. As he leans forward, the pencils fall. WE SEE them 
               shooting like small torpedoes into the darkness below. 
               They make three separate landings.

               CLOSE SHOT of the Inspector. Looking up.

               From his POV WE SEE tiers of scaffolding deep in shadow...

                                     INSPECTOR
                         Quiet, everyone.  Please...

               The Detectives make as much noise to become quiet as the 
               normal occupants of the studio - and then there is complete 
               silence.

               Complete, except for the Doctor's asthmatic breathing... 
               And then - so gently that it might almost be in our own 
               minds - WE HEAR a purring sound from the shadows above. 
               The Inspector listens intently.

                                     DETECTIVE
                         I thought I heard a putty cat!

               There is a burst of laughter - the Inspector frowns.

                                     INSPECTOR
                         I don't want to spoil anyone's 
                         fun, but we do have a maniac on 
                         our hands, and if we don't get him 
                         quickly there'll be a third unsolved 
                         murder to report to the 
                         Commissioner. So let's hurry things 
                         up, shall we?

                                     DETECTIVE
                         Sorry, Chief!

               The 'putty cat' Detective raises his flashlamp towards the 
               trunk counter. In the brilliant flash of light that ensues, 
               we glimpse a shadowy figure moving towards a ladder high 
               in the scaffolding... But then we are looking for it - no 
               one else is. The flashlight dies away.  

               The scene fades with it.  

               CLOSE SHOT of a knitting-needle held upwards.

               Another knitting-needle scales down it like a fireman 
               descending a ladder.

               CAMERA PULLS BACK

               INT. HELEN S SITTING ROOM - DAY

               Mrs. Stephens is doing her knitting. The inevitable glass 
               stands on the table beside her. Helen is seated opposite, 
               reading from a newspaper.

                                     HELEN
                         she was appearing in Arthur Baden's 
                         new film The Walls Are Closing In, 
                         starring Diane Ashley.

               CLOSE SHOT of Mrs. Stephens listening intently.

                                     HELEN
                         a spokesman at the studio said 
                         that her performance in the film 
                         showed such promise, that her role 
                         was to have been built up... All 
                         work at the studio ceased today as 
                         a tribute to her memory!

               Mrs. Stephens sips from her glass.  The Prime Minister to 
               visit Athens.

                                     MRS. STEPHENS
                         Mark is in films, isn't he?

                                     HELEN
                         Yes, darling... It is reliably...

                                     MRS. STEPHENS
                         I wonder if he knew her?

               CLOSE SHOT of Helen looking up.

                                     HELEN
                         I'll ask him tonight...

                                     MRS. STEPHENS
                         Is he taking you out?

                                     HELEN
                         If he's free.

                                     MRS. STEPHENS
                         That's very chivalrous of him. 
                         Where's he taking you?

                                     HELEN
                         I've no idea - and I don't suppose 
                         he has...

                                     MRS. STEPHENS
                         Which studio does he work at?

                                     HELEN
                         I'll ask him.

                                     MRS. STEPHENS
                         If he's free.

               Behind her back we see that her fingers are crossed.

                                     HELEN
                         I'll bring him in and introduce 
                         you if...

                                     MRS. STEPHENS
                         I feel I know him.

                                     HELEN
                         Now how can you?

               Mrs. Stephens stiffens suddenly.

                                     MRS. STEPHENS
                         He's here.

               CLOSE SHOT of the window.

               Mark is standing outside - looking in.

                                     MRS. STEPHENS
                         Why don't we make him a present of 
                         the window? He practically lives 
                         there!

               Helen beckons to Mark to come in. We see him nod eagerly - 
               and leave the window.

                                     HELEN
                         How did you know where he was 
                         standing?

                                     MRS. STEPHENS
                         The back of my neck told me... the 
                         part that I talk out of!

               Helen hurries to the door of the sitting room.

               INT. HALL - DAY

               Mark closes the front door behind him.

               From his POV WE SEE the door of Helen's sitting room open - 
               and she stands on the threshold.

                                     HELEN
                         Hallo...

                                     MARK
                         Free?

                                     HELEN
                         Yes.

                                     MARK
                         Good! So am I...

                                     HELEN
                         I'd like you to come in for a moment - 
                         and meet my mother.

                                     MARK
                         Yes, please...

               She holds open the door. He goes inside.  The screen 
               suddenly greys out into the veiled images of Mrs. Stephens' 
               world. We hear Helen's voice.

                                     HELEN (O.S.)
                         Darling, this is Mark... Mark, my 
                         mother.

               WE HEAR the sound of footsteps shuffling shyly forward - 
               and then Mark's voice, every intake of breath magnified.

                                     MARK (O.S.)
                         How do you do... Mrs. Stephens...

               WE HEAR the pounding of someone's heart - and then Mrs. 
               Stephens' voice.

                                     MRS. STEPHENS (O.S.)
                         Hallo, Mark.

               As her voice dies away.

               FADE IN:

               INT. HELEN'S SITTING ROOM

               CLOSE SHOT of Mark's hand clasping Mrs. Stephens'.  

               CLOSE SHOT of Mark looking at her, fascinated.

               From Mark's POV WE SEE the sightless eyes turned towards 
               his. Mrs. Stephens' other hand gently feels the surface of 
               his.

                                     MRS. STEPHENS
                         Have you been running, young man?

                                     MARK
                         Yes...
                              (he hesitates)
                         ... didn't want to be late for 
                         Helen.

                                     HELEN
                         Thank you, Mark - You deserve a 
                         drink for that! What would you 
                         like?

                                     MARK
                         Nothing - thank you... very much...

               Mrs. Stephens grunts, and reaches for her glass.

                                     HELEN
                         Darling, I've left your supper in 
                         the...

                                     MRS. STEPHENS
                         Tell me young man... Which studio 
                         do you work at?

               The screen greys out. WE HEAR Mark's tiny intake of breath.

                                     MARK (O.S.)
                         Chipperfield Studio . . .

                                     MRS. STEPHENS
                         And that poor girl... where did 
                         she work?

               Someone's heart is pounding fast.

                                     HELEN (O.S.)
                         At Brookwood.

                                     MRS. STEPHENS
                         We were wondering if you knew her?

                                     MARK
                         No - No, I didn't...

                                     MRS. STEPHENS
                         A pity. I do like first-hand 
                         information.

               We hear Mark's small attempt at a laugh.

                                     MRS. STEPHENS
                         Oh, well - I mustn't keep you 
                         gossiping after you've run all the 
                         way from - Where?

               Again that little intake of breath.

                                     MARK
                         The station.

                                                               FADE OUT:

               FADE IN:

               Mrs. Stephens and Mark are staring at each other as if she 
               has sight and he hasn't. From Helen's POV WE CAN SEE only 
               Mark's back and her mother's upturned face.

                                     HELEN
                         Darling, may I tell you about your 
                         supper?

                                     MRS. STEPHENS
                         No... go and be told about yours!
                              (she takes Mark's 
                              hand)
                         Goodbye, Mark... I expect we shall 
                         meet again.

                                     MARK
                         I hope so - Goodbye...
                              (He turns to the 
                              door)

               CLOSE SHOT of Helen kissing her mother and whispering into 
               her ear.

                                     HELEN
                         Darling, we forgot to toss. 

               Mrs. Stephens grunts.

                                     HELEN
                         Supper's laid out in the kitchen.

                                     MRS. STEPHENS
                         If you're not back early, you'll 
                         find me laid out with it!

                                     HELEN
                         We'll be early! Good night, darling.

                                     MRS. STEPHENS
                         Good night...

               Mark holds the door open for Helen and she goes into the 
               passage. Mark turns and takes a long look at Mrs. Stephens. 
               She is in the middle of raising her glass. She stops 
               suddenly, the glass poised mid-air. He goes out - closing 
               the door. She finishes her drink as if it is her last.

               INT. PASSAGE - DAY

               Helen is waiting by the door.

               From her POV WE SEE Mark coming eagerly towards her, his 
               camera over his shoulder.

                                     HELEN
                         Mark...

                                     MARK
                         Yes, Helen?

                                     HELEN
                         I want to ask you something rather 
                         personal...

               He looks at her anxiously.

                                     HELEN
                         How long is it since you've gone 
                         out without that?

                                     MARK
                         Without what?

                                     HELEN
                         Your camera...

                                     MARK
                         Oh...

               CLOSE SHOT of Mark.

                                     MARK
                         I... don't think I know?

                                     HELEN
                         Exactly. I've never seen you without 
                         it... but are you going to need it 
                         tonight?

               He looks at her in silence.

                                     HELEN
                         Well are you? And if so... shall I 
                         bring some work with me too?

                                     MARK
                         I'm not going to need it tonight!

                                     HELEN
                         Good - then give it to me!

               She holds out her hand. He looks at her, appalled.

                                     HELEN
                         ...It'll be quite safe - I'll put 
                         it away for you.

                                     MARK
                              (in a whisper)
                         No! 

                                     HELEN
                         Then take it upstairs - if you 
                         can't trust me with it...

               CLOSE SHOT of Mark. 

                                     MARK
                         I trust you.

                                     HELEN
                         Then look...

               She opens the door of her bedroom - and turns on the light.

                                     HELEN
                         ...let's put it in here.

               INT. HELEN'S BEDROOM

               She crosses to a cupboard and unlocks it, then turns round. 
               He is standing hesitantly on the threshold.

                                     HELEN
                         Come in - and see for yourself.

               He looks slowly round the room, stares for a moment at the 
               bed in the comer, but he won't cross the threshold. He 
               stays outside.

                                     HELEN
                         We'll put it in here - and lock 
                         it.

                                     MARK
                         This... was my mother's room.

                                     HELEN
                         Was it, Mark?...

               Again he stares at the bed.

                                     HELEN
                         I am being tactless, aren't I?  
                         ... It's just that... I thought it 
                         was growing into an extra limb, 
                         and - but you bring it with you if 
                         you want to.

               He takes off his camera - and holds it out to her. 

                                     HELEN
                         Thank you...  

               She takes it from him, puts it into the cupboard, and locks 
               it. Then offers him the key.

                                     MARK
                         You...

                                     HELEN
                         Thank you. 

               CLOSE SHOT of Mark.  

                                     MARK
                         I feel... 

                                     HELEN
                         Yes?

                                     MARK
                         Can't describe it! Could only 
                         photograph it -

               She laughs.  

                                     HELEN
                         Shall I tell you what I feel?  

                                     MARK
                         Yes.

                                     HELEN
                         Famished!

                                     MARK
                         Good!

               They hurry towards the door.

                                                            DISSOLVE TO:

               EXT. MARK'S HOUSE - DAY

               They walk down the steps of the house.

                                     MARK
                         There's a small place round the 
                         corner... It's awfully good on 
                         Christmas Day.

                                     HELEN
                         Is it?

                                     MARK
                         Yes... there aren't too many open 
                         then.

                                     HELEN
                         No - it sounds fun.

                                     MARK
                         This way.

               CLOSE SHOT of Mark and Helen walking along by the side of 
               the house.

                                     HELEN
                         I adore new restaurants...

               Suddenly Mark stands motionless. He is staring at something 
               off camera.

               Especially when -

               Her voice trails away... she is staring at Mark staring at 
               something.

               In the shadows, at the mouth of an alley, a young couple 
               are kissing.

               Mark stands motionless, staring at them. Automatically his 
               hand reaches for his camera. Helen starts to speak - then 
               looks at him in silence. The man glances round. Mark hurries 
               away and Helen stares after him.

               CLOSE SHOT of Mark.

               He turns back - waiting for Helen.

               From his POV WE SEE Helen come slowly towards him. She 
               looks at him searchingly for a long moment.

               He manages - but only just - to meet her eyes.

                                     HELEN
                         Where is this restaurant?

                                     MARK
                         Round the corner...

                                     MRS. STEPHENS
                         Know much about films?

                                     HELEN
                         Come on then...

               CLOSE SHOT of Mark.

                                     MARK
                         Thank you.

               They walk slowly down the street.

                                                            DISSOLVE TO:

               CLOSE SHOT of Mrs. Stephens.

                                     MRS. STEPHENS
                         Sorry, young man, Helen's out.

               CAMERA PULLS BACK

               INT. SITTING ROOM - EVENING

               Tony is standing unhappily opposite Mrs. Stephens.

                                     TONY
                         Oh!

                                     MRS. STEPHENS
                         With Mark - from upstairs.

                                     TONY
                         Oh!

                                     MRS. STEPHENS
                         You can stay and talk to me - if 
                         you like?

                                     TONY
                         Well I...

                                     MRS. STEPHENS
                         Know much about films?

                                     TONY
                         Well...

                                     MRS. STEPHENS
                         Or film studios?

                                     TONY
                         No, I...

                                     MRS. STEPHENS
                         Where's Chipperfield Studios?

                                     TONY
                         Chipperfield, I suppose...

                                     MRS. STEPHENS
                         There's a phone book outside... 
                         Look up the number, will you? And 
                         see if you can get it.

                                     TONY
                         Certainly... and then I must go to 
                         my room.

                                     MRS. STEPHENS
                         Granted.

               She lifts her glass, and sits, waiting as he crosses the 
               room.

                                                            DISSOLVE TO:

               INT. RESTAURANT - NIGHT

               A small and very pleasant restaurant, almost full. Helen 
               and Mark have a corner table. They are dining by 
               candlelight, and there is a bottle of wine in the middle 
               of the table.

               As CAMERA TRACKS TOWARDS them, Helen is laughing.

                                     HELEN
                         I like this place! And this dinner!

               CLOSE SHOT of Mark.

               He has again won the Academy Award.

                                     HELEN
                         ...thank you, Mark...

                                     MARK
                         Are you ready to talk about your 
                         book?

                                     HELEN
                         I'm ready to talk about you...

               His face falls.

                                     HELEN
                         It won't take a second - and it's 
                         best to have it said.

               Mark looks.

                                     HELEN
                         Carrying a camera is only one of 
                         your habits, isn't it, Mark?

               He looks at her in silence. 

               CLOSE SHOT of Helen.

                                     HELEN
                         ... when you stared at that couple, 
                         you were like the little boy on 
                         that film you showed me... looking 
                         over the wall at something he 
                         shouldn't see. But Mark - you're 
                         strong enough now to lift that 
                         child off the wall... aren't you?

               He hesitates.

                                     HELEN
                         ... aren't you?

                                     MARK
                         I'll try to be.

                                     HELEN
                         Will you, Mark?... Will you really?

                                     MARK
                         Yes... 

                                     HELEN
                         Lecture finished...

               A pause.

                                     MARK
                         When your book's published - will 
                         you go on working in a library?

                                     HELEN
                         Yes, Mark... in case, one day, a 
                         child comes in and asks for it!

                                     MARK
                         I'll come in.

                                     HELEN
                         I'm not popular with my customers! 
                         They ask me for horror comics - 
                         and I take their sticky hands and 
                         drag them to where there are books!

               CLOSE SHOT of Helen.

                                     HELEN
                         ... and do you know, Mark, waiting 
                         for them to come in next time and 
                         ask for books... is as exciting... 
                         as a horror comic...

                                     MARK
                         What does your magic camera 
                         photograph?  

                                     HELEN
                         People... 

                                     MARK
                         Yes?...

                                     HELEN
                         It's owned by a little boy who is 
                         terrified of grown-ups... but when 
                         he looks in his magic camera he 
                         sees grown-ups as they were when 
                         they were children... and he isn't 
                         frightened any longer.

               CLOSE SHOT of Mark listening, engrossed.

                                     HELEN
                         ... and one day he gives his camera 
                         away to a little boy who is even 
                         more frightened of grown-ups than 
                         he was - and do you know what he 
                         finds?

               The little boy opposite her shakes his head.

                                     HELEN
                         ... that when he looks at grown-
                         ups without his camera he can still 
                         see them as they were when they 
                         were children!  And that means 
                         that he's grown up himself...

               A moment's pause. She drinks her wine - shy, awaiting his 
               reaction.

                                     MARK
                         What made you think of this story?

                                     HELEN
                         You did!

               CLOSE SHOT of Mark.

                                     HELEN
                         ... I looked out of my window - 
                         and saw you going off to work 
                         carrying that camera like a little 
                         boy with a satchel... and an idea 
                         came... so thank you...

                                     MARK
                         I'd like to think... I was 
                         responsible... in some way...

                                     HELEN
                         Now what do I do about the 
                         photographs?

                                     MARK
                         Take 'em!

               He slams the table so violently that a lady nearby looks 
               around... then reaches for his camera.

                                     MARK
                         Oh!

               Helen smiles.

                                     MARK
                         There isn't a single face that 
                         doesn't look like a child's - not 
                         a single one - if you catch it at 
                         the right moment.

               He turns around excitedly and sees her watching him.

                                     MARK
                         It would be a challenge!... Unlike 
                         anything I've photographed!

                                     HELEN
                         What have you photographed, Mark?

                                     MARK
                         Everything. But nothing I'd want 
                         children to see.

               She looks at him curiously.

                                     MARK
                         But this would belong to them - 
                         and they'd know if it wasn't 
                         right... Oh, Helen... I would like 
                         to find those faces for you... 
                         with you...

                                     HELEN
                         Very well! Let's try!

               He laughs excitedly... She looks regretfully at her watch. 
               At once he looks at his.

                                     MARK
                         You made a promise to your mother -

                                     HELEN
                              (gently)
                         Yes, Mark...

                                     MARK
                         You'd better keep it.

                                     HELEN
                         Thank you...

               He signals to the head waiter... and pays his first bill 
               for two.

                                                            DISSOLVE TO:

               EXT.STREET - NIGHT

               They walk along the street very close together, but not 
               quite touching. Above them a light is shining on a blind 
               revealing a shadow of a woman undressing.

               Mark glances at the blind - then looks away quickly.

               He stares ahead of him... and continues to stare ahead of 
               him.

               Suddenly Helen tucks her arm through his, and smiles up at 
               him... they walk on in silence.

                                                            DISSOLVE TO:

               INT. HALL OF MARK'S HOUSE - NIGHT

               Helen and Mark come in quietly, and close the door.

               She glances round the dimly lit hall. There is no light 
               under any of the doors, except one at the end of the 
               passage.

                                     HELEN
                         Mother must have gone to bed.
                              (she turns to find 
                              him looking at her)
                         Mark, it was a wonderful evening...

                                     MARK
                         That's what I was going to say... 
                         a wonderful evening...

                                     HELEN
                              (gently)
                         And you made it wonderful... without 
                         your camera.

               A shadow passes over his face.

                                     HELEN
                              (gently)
                         I'll get it for you.

               He stands motionless as she goes into her room... 

               From his POV WE SEE the half-opened door - and the bed in 
               the comer.

               CLOSE SHOT of Mark forcing himself to look away.

               Helen reappears on the threshold - the camera in her hand. 
               He looks down at it - then slowly stretches out his hand.

                                     HELEN
                         wonder how this sees grown-ups?
                              (she turns the camera 
                              round)
                         ...me, for instance... now that I 
                         am one.
                         (she looks at herself in the lens)

                                     MARK
                         Not you!
                              (he takes the camera 
                              from her)

                                     HELEN
                         Mark.

                                     MARK
                         It never will... see you!

                                     HELEN
                         Why not?

               He hesitates.

                                     MARK
                         Whatever I photograph -

                                     HELEN
                         Yes?  

                                     MARK
                         I always - lose...

                                     HELEN
                         I don't understand.

               The door at the end of the passage opens and Tony emerges 
               in his dressing-gown, carrying a towel. He avoids looking 
               at them - goes into the bathroom opposite, and slams the 
               door.

                                     HELEN
                         He'll wake Mother!

               There is the sound of running water.

                                     HELEN
                         ... thank you, again, for my 
                         evening.
                              (she is standing 
                              very close to him, 
                              smiling up into 
                              his face)
                         Will you go to bed now - and not 
                         stop up watching those films?

                                     MARK
                         Well... I've a little work to do... 
                         then I'll go to bed... and think 
                         of how to find faces for you...

               He looks down at the face which he has found for himself. 
               She raises her head slowly.

                                     MARK
                         ...faces which - are faces which...

               She kisses him very gently on the mouth. The bathroom begins 
               to sound like a small waterfall.

                                     HELEN
                         Good night, Mark...

               He watches her as she goes into the room, and doses the 
               door. A light goes on beneath the door.

               He stands very still for a moment... then turns the camera 
               round and points the lens towards his lips.

               Then he turns abruptly, and hurries up the stairs.

               The waterfall cascades on.  The screen grows dark - and 
               the dark-room grows out of it.

               INT. DARK-ROOM - NIGHT

               The big drying drum is turning, feeding the dry print into 
               a box. A small motor drives it.  CLOSE SHOT of the box. 
               Mark is spooling up the film as it comes off the drier. 
               Once or twice he can't help glancing at an image.

               CLOSE UP of Vivian's face, in the image.

               Mark stops the motor and the drum, loosens the end of the 
               film, spools up with a snap, slides the spool off and 
               hurries out with it.

               Mark hurries to his projector, threads the film and starts 
               the projector. He flicks it on, as if it were a gramophone, 
               then looks eagerly at the 16mm screen.  

               Behind him something moves in the shadows 

               REVERSE SHOT of Mark.  

               Over the shoulder of someone who is standing deep in the 
               shadows WE SEE Mark. His head obscures what he is watching 
               on the screen.

               HE TURNS ROUND SUDDENLY -

               From Mark's POV WE SEE the processing sinks deep in shadow. 
               He starts to move towards them, then suddenly stares at 
               the shadows at the back of the room.

               Silence - except for the whirring of the 16mm projector.  

               CLOSE SHOT of Mark's hand - switching on the light.  Mark 
               turns round... he is as astonished at what he sees as he 
               can be.

               CAMERA PANS in its own good time to the back of the room.  

               Mrs. Stephens is standing in the shadows... a heavy hand 
               rests on a heavy stick... the sightless eyes stare 
               unerringly towards the light switch.

                                     MRS. STEPHENS
                         Good evening, Mark...

                                     MARK
                         ...how did you?

                                     MRS. STEPHENS
                         The young man bathing himself 
                         brought me to your door... I managed 
                         the rest of the adventure alone...

               He stands motionless, staring at her standing motionless. 
               Above her head an ancient, half-blind camera also stares 
               at her. The only movement in the room is her smile.

                                     MRS. STEPHENS
                         This is one room I expected to 
                         find locked.

                                     MARK
                         I was never allowed a key..., can't 
                         get used to them.

               Mrs. Stephens' sightless eyes stare at him.

                                     MARK
                         I brought her home early.

               CLOSE SHOT of her hand - tightening on the heavy stick.

                                     MRS. STEPHENS
                         Thank you...

                                     MARK
                         Is there something you...

                                     MRS. STEPHENS
                         ... a talk.

                                     MARK
                         Next door would be more...

                                     MRS. STEPHENS
                         I'm at home here... I visit this 
                         room every night.

                                     MARK
                         Visit?

                                     MRS. STEPHENS
                         The blind always live in the rooms 
                         they live under...

               Mark nods.

                                     MRS. STEPHENS
                         Every night you pace for hours 
                         above my head! Why?

                                     MARK
                         I've no one to talk to... in the 
                         rooms I live over...

               Mrs. Stephens nods. Her hand touches the black cloth loading 
               bag, lying on the table.

                                     MRS. STEPHENS
                         I'm told that you stare too much... 
                         so do I.

               CLOSE SHOT of her hand - touching the black cloth bag. 

               CLOSE SHOT of Mark - walking slowly towards her. 

               At once she raises the heavy stick - pointing it towards 
               him.  

               CLOSE SHOT of the stick. It is a shooting stick - with a 
               sharp spike on the end of it, similar to the tripod on 
               Mark's camera.

               Mark stares at the stick, fascinated.

               CLOSE SHOT of Mrs. Stephens - exploring the inside of the 
               black cloth bag with her free hand.

                                     MRS. STEPHENS
                         Cloth... with something hard inside 
                         it...

                                     MARK
                         It's a changing bag... we put films 
                         in it - so that the light won't 
                         spoil them...

                                     MRS. STEPHENS
                         How odd - that the light can spoil 
                         anything...

               The screen greys out.

               In Mrs. Stephens' own dark-room we hear the hum of Mark's 
               projector - and the pounding of Mark's heart - and, very 
               faintly, the sounds of Tony bathing himself.

                                     MRS. STEPHENS
                         Every night you switch on that 
                         film machine.

               We hear his tiny intake of breath.

                                     MRS. STEPHENS
                         What are these films you can't 
                         wait to look at?

               The sound of his footsteps softly approaching.  Like a 
               chair?

                                     MARK (O.S.)
                         Like a chair?

                                     MRS. STEPHENS (O.S.)
                         What is the film you're showing 
                         now?

               Very faintly we hear Tony singing in his bath.  

               FADE IN: 

               The singing dies away, and the sound returns to normal.  

               Over Mark's shoulder WE SEE Mrs. Stephens holding her stick 
               in front of her.

                                     MRS. STEPHENS
                         Why don't you lie to me? I'd never 
                         know...

                                     MARK
                         You'd know at once -

               Mrs. Stephens smiles - then turns her head towards the 
               16mm screen.

                                     MRS. STEPHENS
                         Take me to your cinema.

                                     MARK
                         Yes.

               He takes her arm gently and guides her towards us.

               Both of them stare at the 16mm screen... She leans forward - 
               her face only inches from the screen - the light from the 
               projector flickering on to her.  

               REVERSE ANGLE SHOT of Mrs. Stephens. Slowly she stretches 
               out her hands and touches the screen.

                                     MRS. STEPHENS
                         What am I seeing, Mark?

               Her head and shoulders blot out most of the screen - but 
               between her outspread fingers WE CATCH A GLIMPSE of a girl's 
               terrified eyes.

                                     MRS. STEPHENS
                         Why don't you answer?

               CLOSE SHOT of Mark and Mrs. Stephens.

                                     MARK
                              (staring at the 
                              screen)
                         It's no good - I was afraid it 
                         wouldn't be.

                                     MRS. STEPHENS
                         What?

                                     MARK
                         The lights failed too soon.

                                     MRS. STEPHENS
                              (pause)
                         They always do.

                                     MARK
                         I'll have to try again.

               He hurries to his cine-camera.

                                     MRS. STEPHENS
                         I've yet to meet an artist who 
                         could judge his own work...

               Mark slips a new spool of film into his cine-camera.

                                     MRS. STEPHENS
                         What do you think you've spoiled?

                                     MARK
                         An opportunity... now I must find 
                         another.

               He looks at her thoughtfully, then presses a light switch. 
               A spotlight falls blindingly on to her eyes. He presses 
               another switch, and then another, until the whole of her 
               face is shining with light.

                                     MRS. STEPHENS
                         Why are you putting those lights 
                         on my face?

               He walks towards her. She starts to back away.

               The shadow of Mark's head appears on the 16mm screen. WE 
               SEE him raise his camera - then pull down the tripod.  

               Black out into the grey darkness of Mrs. Stephens' world.  

               WE HEAR the purring of Mark's camera - more clearly than 
               we have yet heard it. (There is the faint rasp of a cog 
               which needs oiling.) The sound of footsteps approaching... 
               the purring changes direction.

                                     MRS. STEPHENS (O.S.)
                         Mark...

                                     MARK (O.S.)
                         It's almost over...

               The purring is on top of her. There is a sudden thud.

               FADE IN: 

               Mrs. Stephens is leaning against the wall... she has dropped 
               her heavy stick. It lies on the floor a few feet away from 
               her. Mark is kneeling in front of her - the tripod firmly 
               on the floor. The cine-camera is pointing upwards into her 
               face. He peers excitedly into the viewfinder.

                                     MARK
                         Please let me finish! It's for 
                         Helen!

               She edges towards her stick. He hurries forward and picks 
               it up. He looks at the spike on the end of it - then 
               carefully gives it to her by the handle. She grasps it 
               tightly.

                                     MRS. STEPHENS
                         What do you mean? It's for Helen?

                                     MARK
                         She wants to see something I've 
                         photographed!

                 He returns excitedly to his camera.

                                     MRS. STEPHENS
                         My daughter sees enough of my face 
                         without photographs...

               On Mark's focusing screen WE SEE the fear on her face. Her 
               hand trembles as she wipes away the perspiration.

                                     MARK (O.S.)
                         Please... don't be frightened.

                                     MRS. STEPHENS
                         Not frightened! Hot!

               But it is fear that we are looking at.

                                     MRS. STEPHENS
                         So put that camera away...

               On the focusing screen we see her moisten her lips 
               nervously.

                                     MARK
                         Yes!

               He switches off the camera abruptly, and folds up the 
               tripod. He turns away without looking at her - and hurries 
               to the door.

               CLOSE SHOT of Mrs. Stephens listening to his movements - 
               puzzled.

                                     MRS. STEPHENS
                         In rather a hurry, aren't you?

               He glances towards her.

               From his POV WE SEE the fear in her eyes. He looks away at 
               once, staring into the darkened room.

                                     MARK
                         It's late.

               From her POV (shooting over her shoulder with a large CLOSE 
               SHOT of her ear in the foreground) WE SEE Mark standing in 
               the doorway - and hear, very clearly, his quick, uneasy 
               breathing.

                                     MARK
                         You must be tired...

                                     MRS. STEPHENS
                         You're anxious to get rid of me 
                         all of a sudden.

               We hear his quick intake of breath.

                                     MRS. STEPHENS
                         I won't be selfish... You can take 
                         some more pictures - if you want 
                         to...

                                     MARK
                         No... thank you.

                                     MRS. STEPHENS
                              (quietly)
                         Why not, Mark?

                                     MARK
                         Run out of film.

                                     MRS. STEPHENS
                         Can't you find some - to please 
                         Helen?

               He glances towards her - then hurries into the next room.

                                     MRS. STEPHENS
                         You don't trust yourself to take 
                         any more, do you?

               INT. MARK'S SITTING ROOM - NIGHT

               The tapping of her stick is overlaid. Mark hurries to the 
               door and opens it - staring into the dimly lit passage. 
               Over his shoulder WE SEE her tapping her way towards him 
               from the dark-room.

                                     MRS. STEPHENS
                         Instinct's a wonderful thing, isn't 
                         it Mark? A pity it can't be 
                         photographed.

               Over her shoulder we follow the stick towards him.

                                     MRS. STEPHENS
                         if I'd listened to it years ago, I 
                         might have kept my sight.
                              (she approaches the 
                              door)
                         I wouldn't have let a man operate 
                         I had no faith in... so I'm 
                         listening to it now...
                              (she puts her face 
                              close to him)
                         It says all this filming isn't 
                         healthy - and that you need help...

               His face is averted... his eyes are closed.

                                     MRS. STEPHENS
                         ... get it, Mark... get it 
                         quickly... and until you've got 
                         it... I don't want you and Helen 
                         to see each...

                                     MARK
                         I'll never photograph her... I 
                         promise you that.

                                     MRS. STEPHENS
                         I'd rather you don't have the 
                         chance.

               He turns towards her - a small boy who suddenly understands 
               what contagious means...

                                     MRS. STEPHENS
                         I mean it, Mark. And if you don't 
                         listen to me... one of us will 
                         move from this house - which would 
                         be a pity, because we'd never find 
                         a cheaper...

                                     MARK
                         You'll never have to move... because 
                         of me... I promise you.

                                     MRS. STEPHENS
                         Good boy.
                              (she takes his hand)
                         The stairs are the difficult part...

               They go into the passage.

               INT. PASSAGE - NIGHT

               He guides her gently down the stairs. Over their shoulders 
               WE CAN SEE the door of Helen's room.

                                     MRS. STEPHENS
                         Far enough, Mark...

               He stares at Helen's room - then looks quickly away. 
               Suddenly she raises her hands - and runs them gently over 
               his face...

                                     MARK
                         taking my picture?

                                     MRS. STEPHENS
                         Yes ...

               We can see his eyes through her outstretched fingers.

                                     MARK
                         It's been a long time... since 
                         anyone did...

                                     MRS. STEPHENS
                         Mark... what's troubling you?

                                     MARK
                         Good night, Mrs. Stephens.

               He turns away abruptly and hurries up the stairs.

                                     MRS. STEPHENS
                         ...you'll have to!

               She looks towards Helen's room - then turns slowly towards 
               her own.

               HIGH ANGLE SHOT of Mrs. Stephens opening the door of her 
               room - and Mark opening the door of his.

                                                            DISSOLVE TO:

               CLOSE SHOT of a bottle of whisky standing by a bedside.

               INT. MRS. STEPHENS' BEDROOM - NIGHT

               She is lying in bed, staring at the ceiling. WE HEAR 
               footsteps moving overhead.

               CAMERA PANS to the window. It is dark.

                                                            DISSOLVE TO:

               CLOSE SHOT of the same bottle of whisky - now almost empty. 
               Mrs. Stephens' heavy breathing is overlaid.

               CAMERA PANS to the window. It is daybreak.

               The footsteps are still moving about above; things are 
               being dragged across the floor.

                                                            DISSOLVE TO:

               CLOSE SHOT of Helen in a dressing-gown looking out of a 
               window.

               INT. HELEN'S ROOM - MORNING

               From Helen's POV WE SEE Mark hurrying down the street, his 
               camera over his shoulder.

                                                            DISSOLVE TO:

               CLOSE SHOT of the Inspector looking out of a window.

               INT. DON JARVIS' OFFICE. MORNING

               From his POV WE SEE Mark hurrying along the studio 
               quadrangle, his camera over his shoulder. He is one of a 
               crowd of people scurrying towards their jobs. Camera pulls 
               back - Don Jarvis is seated at his desk.

               Arthur Baden and the Chief Publicity Man are seated in 
               front of him. The Sergeant stands by the door.

                                     JARVIS
                         Have you any suspicions, Chief 
                         Inspector?

                                     INSPECTOR
                         It could be any of them...

                                     SERGEANT
                         That's the trouble with film people - 
                         they're all peculiar...
                              (hastily)
                         ... present company excepted.

               He catches a glare from the great man.

                                     PUBLICITY MAN
                         Speaking of peculiar people.

               The Inspector turns round.

                                     PUBLICITY MAN
                         We've a psychiatrist coming down 
                         today. Dr Rosen -

                                     INSPECTOR
                         I know him.

                                     PUBLICITY MAN
                         It's pure publicity - and I promise 
                         he won't do any work.

                                     INSPECTOR
                         What will he do?

                                     PUBLICITY MAN
                         Get himself photographed... We're 
                         telling the press he's here to 
                         help the case - and to see if he 
                         can spot the murderer.

                                     SERGEANT
                         And the best of luck!

                                     JARVIS
                         Do you object. Chief Inspector?

                                     INSPECTOR
                         No...

               The Publicity Man sighs with relief.

                                     INSPECTOR
                         I'll be frank. I'd welcome anyone's 
                         help... I don't know how this maniac 
                         kills - or why he kills - or who 
                         he'll kill next, but if he isn't 
                         caught quickly...
                              (he shrugs')

                                     BADEN
                         Inspector, have you convinced 
                         yourself he's a member of my unit?

                                     INSPECTOR
                         No, sir ... but a few things seem 
                         to point to it... No one outside 
                         your unit admits to knowing the 
                         girl... There was a trunk all ready 
                         for her... and with the risks he 
                         was running, I think he'd have to 
                         use surroundings he was familiar 
                         with... Where is your unit now?

                                     BADEN
                         Waiting for me on the set.

                                     INSPECTOR
                         I'd like to watch them at their 
                         jobs, sir. It may tell me more 
                         than a hundred interviews.

                                     BADEN
                         But, Inspector, the strain on them 
                         is already...

                                     JARVIS
                         Come now, Arthur, if that's what 
                         the Inspector wants.

                                     INSPECTOR
                         I'm afraid it is, sir... now where 
                         could I get the best view?

                                     BADEN
                              (sulkily)
                         On the dolly... the camera... You 
                         can watch everyone and everything 
                         from there... including me!

                                     INSPECTOR
                         Very well, sir ... I'll become a 
                         member of your camera crew...

                                     BADEN
                         (to Don Jarvis)
                         ... if the unions don't object!

                                                            DISSOLVE TO:

               INT. STAGE

               A member of the camera crew places his cine-camera and 
               lunch bag on a shelf. Snatches of whispered conversations 
               are overlaid.

                                     VOICE 1
                         I hear they're making an arrest 
                         today.

                                     VOICE 2
                         hope it's D.J. It's about time 
                         they caught up with him!

               Mark turns round and walks towards the small group of people 
               assembled round the studio camera -

                                                            DISSOLVE TO:

               CLOSE SHOT of a book entitled The Art of Fly Fishing.

               INT. CAR - DAY

               Through the windscreen WE SEE the entrance to the studio. 
               The driver glances round at his passenger whose face is 
               completely obscured by the book. All WE CAN SEE is a shock 
               of white hair protruding above

                                     DRIVER
                         We're there, Doctor.

                                     DOCTOR
                              (to Sergeant on 
                              gate)
                         Dr Rosen!  What a pity.

               He continues reading. The car enters the studio.

                                                            DISSOLVE TO:

               INT. STAGE E. - DAY

               The (studio) camera is ready for a tracking shot. The set 
               is redressed as the Hat Department of the store. The 
               Inspector stands on the dolly, looking round with interest.  

               The Doctor is sitting in a chair watching everything like 
               an excited schoolboy. The Sergeant has positioned himself 
               near the sound crew.  

               Baden walks on to the set, his arm round Diane's shoulder. 
               He is talking to her softly. She keeps her eyes on the 
               floor; he leads her to the front of the studio camera.

                                     BADEN
                         Try it, darling... We'll all be 
                         with you.

               He pats her arm reassuringly. The Chief Cameraman nods to 
               Mark.

               From the Inspector's POV WE SEE Mark pull a tape measure 
               from the front of the camera and hold it to Diane's 
               forehead. From Mark's POV WE SEE the Inspector watching 
               him over the top of the studio camera. A man with a shock 
               of white hair is also watching him... and the Sergeant 
               stares at him from the other side of the set. The tape 
               measure in Mark's hand remains steady.

               From the Inspector's POV WE SEE Mark replace the tape 
               measure and take up his position on a small stool by the 
               side of the camera.

                                     ASSISTANT DIRECTOR
                              (shouting)
                         Quiet, everyone. Let's run it!

               The Doctor sneezes violently - and all heads turn towards 
               him.

                                     DOCTOR
                         Terribly sorry.

               In the nervous laughter that follows, the Assistant 
               Cameraman whispers to the Chief Cameraman.

                                     ASSISTANT CAMERAMAN
                         That sneezer geezer's a 
                         psychiatrist!... Heard it on the 
                         grapevine.

               CLOSE SHOT of Mark turning round to look at the Doctor - a 
               hint of hope in his face.

               CLOSE SHOT of the Inspector following Mark's glance.

                                     ASSISTANT DIRECTOR
                              (shouting)
                         All right, everyone - let's run 
                         it...

               Over the Inspector's shoulder WE TRACK towards the 
               rehearsal. WE SEE Mark swing out into space on his stool, 
               turning the handle of the focus-puller. Diane approaches 
               the hat counter. The Assistant smiles at her.

                                     DIANE
                         I'd like to see... that one...

               The Assistant hands her a hat. Diane tries it on.

                                     DIANE
                         ... have you it... in red...?

                                     ASSISTANT
                         Certainly, madam.

                                     DIANE
                         ... in... red
                              (suddenly she covers 
                              her face in her 
                              hands')
                         I can't! I can't, Arthur!

               She bursts into tears and runs off the set. From the 
               Inspector's POV WE SEE Baden whisper to the Assistant 
               Director - then hurry after Diane.

                                     ASSISTANT DIRECTOR
                         Ten minutes break, everyone!

               The unit dissolves into small, chattering groups. The 
               Assistant Director hurries up to the Doctor.

                                     ASSISTANT DIRECTOR
                         Can you suggest anything, Doctor?

                                     DOCTOR
                         No. It looked jolly interesting to 
                         me.

                                     ASSISTANT DIRECTOR
                         I mean to help her 
                         psychologically...

                                     DOCTOR
                         Yes. Give the girl a proper rest... 
                         Ten minutes is useless!

                                     ASSISTANT DIRECTOR
                              (hastily)
                         Thank you, Doctor.

               He bustles off and the Doctor is left alone. He glances 
               round thoughtfully.

               From the Doctor's POV WE SEE the small, chattering groups. 
               Then we see Mark standing a few yards away, watching him. 
               The Doctor smiles at him pleasantly.

                                     DOCTOR
                         What's your job?  

                                     MARK
                         I'm a focus-puller...

                                     DOCTOR
                         Oh... so am I, in a way.

                                     MARK
                         I was wondering if you knew my 
                         father - Professor Lewis...

                                     DOCTOR
                         Professor... but of course I knew 
                         him. He lectured to me.

               He looks at Mark with renewed interest. So does the 
               Inspector.

               From his POV WE SEE Mark and the Doctor talking. The Doctor 
               is fidgeting with his watch chain. Mark fidgets with his 
               jacket button. The Inspector then glances towards the Hat 
               Salesman, who is holding court in the comer. We return to 
               Mark and the Doctor.

                                     DOCTOR
                         He was an extraordinary man - quite 
                         brilliant!

                                     MARK
                         You know what he was interested in 
                         before he died?

                                     DOCTOR
                         No? Tell me...

               Mark puts his hands behind his back.

                                     MARK
                         I don't remember what he called 
                         it... It was something to do with 
                         what causes people to be... peeping 
                         Toms...

                                     DOCTOR
                         Scoptophilia!... That would interest 
                         him! A most fertile mind.

                                     MARK
                         Scopto...?

                                     DOCTOR
                         philia... The morbid urge to gaze... 
                         Coined since his day... Have you 
                         any manuscripts of his which I 
                         could...?

                                     MARK
                         He thought... it could be cured...

                                     DOCTOR
                         Usually. Now about his manuscripts -

                                     MARK
                         Quickly?

                                     DOCTOR
                         The cure? Very quick... A couple 
                         of years analysis - three times a 
                         week - an hour a time - and it's 
                         soon up-rooted...

               CLOSE SHOT of Mark - his last hope gone.

                                     DOCTOR
                         ... if you've any of his papers on 
                         the subject?

                                     MARK
                         Yes, Doctor...

                                     DOCTOR
                         I'd like to see them - I'll give 
                         you my address, young man.

               From the Sergeant's POV WE SEE the Doctor hand Mark a card, 
               and pat him jovially on the shoulder. The Sergeant edges 
               up to the Inspector.

                                     SERGEANT
                         Wonder what all that's about?

                                     INSPECTOR
                         We'll find out afterwards... Now, 
                         listen... I want you to watch who 
                         brings their own lunches... Someone 
                         ate homemade cakes and sandwiches 
                         by the side of those bushes - and 
                         we may get a lead.

                                     SERGEANT
                         Right, sir.

               CAMERA PANS to a shelf in the comer. A lunch basket stands 
               next to a cine-camera.

                                                            DISSOLVE TO:

               WE HEAR the Assistant Director call out:

                                     ASSISTANT DIRECTOR
                         We're stopping at four today - so 
                         have a quick lunch, everyone! Back 
                         at two sharp!

               FADE IN on the lunch basket.  

               Overlaid is the noise of the unit dispersing. Mark picks 
               up his camera - then reaches for the lunch basket. An urgent 
               voice whispers behind him.

                                     VOICE
                         Hey, Mark!

               He turns round. The Clapper Boy is standing there. The 
               Clapper Boy glances round carefully. The Inspector and 
               Sergeant are wandering casually towards the door.

                                     CLAPPER BOY
                         Can't wait to show you this!
                              (bringing out a 
                              small postcard)
                         I ought to charge you!  

               He winks at Mark, gives him the postcard.  

               CLOSE SHOT of the postcard. We see Milly's face and naked 
               shoulders framed between Mark's hands.

                                     CLAPPER BOY (O.S.)
                         You don't get that in Sight and 
                         Sound - Isn't she terrific?  Got 
                         some more - if you're interested?

               Mark hands it back.

                                     MARK
                         You've given me... an idea...

                                     CLAPPER BOY
                         I'll bet I have!

               Mark turns towards the exit.

                                     CLAPPER BOY
                         Hey! Where are you going?

                                     MARK
                         Phone - may be my last chance - 
                         and... thanks.

                                     CLAPPER BOY
                         But your lunch?

                                     MARK
                         You have it!

               He hurries excitedly towards the exit...

               CLOSE SHOT of the Clapper Boy staring at his photograph.

                                     CLAPPER BOY
                         ... some photograph! Well lit too!

               He reaches for the lunch basket, then walks towards the 
               exit where the Sergeant is waiting casually.

                                                                 CUT TO:

               INT. CAMERA ROOM

               Mark is talking at a coin-box telephone.

                                     MARK
                         Can't manage Saturday, sir, but 
                         they're letting us off early today! 
                         This afternoon - after work - may 
                         be my last chance!

               While Mark is talking he is scribbling on a form. He has 
               some more pennies ready for the coin-box.

                                                           CROSS CUT TO:

               INT. NEWSAGENT'S SHOP - DAY

                                     MR. PETERS
                         ... be here at six o'clock. Milly'll 
                         be waiting.

                                     MARK
                         Six o'clock...

                                     MR. PETERS
                         On the dot, Mark, or she'll go.

                                     MARK
                         I'll be there, sir.

                                     MR. PETERS
                         You'd better be!

               INT. CAMERA ROOM

               Mark rings off. He is smiling. He puts in another 4d (Four 
               Pence) and dials a number. His pen is poised over the form 
               he is filling in.

                                     MARK
                         Hallo? Is that the Public Library?  
                         ... You have a Miss Helen Stephens 
                         employed there?  Yes... can you 
                         tell me if her name is spelt with 
                         a V or a PH, I want to send her a 
                         tic-PH? ... Thank you.

               We see the form is a last will and testament.  I, Mark 
               Lewis, etc., etc., leave, etc., etc., to Miss Helen Ste-
               ens all my worldly goods, etc.  He fills in PH.

               INT. CAMERA ROOM

               The door bursts open and the Clapper Boy appears.

                                     CLAPPER BOY
                         They're waiting!

                                                                 CUT TO:

               THE SET - DAY

               CLOSE SHOT of Dr. Rosen smiling.

                                     DOCTOR ROSEN
                         He asked if I knew his father... 
                         which I did... a brilliant man!

               EXT. GROUNDS OF STUDIO - DAY

               The Inspector and Doctor are standing by the bushes where 
               Mark and Vivian met.

                                     INSPECTOR
                         Is that all he wanted?

                                     DOCTOR
                         think so... we had a little chat 
                         about scoptophilia - and he's going 
                         to show me...

                                     INSPECTOR
                         About what?

                                     DOCTOR
                         Voyeurism.

                                     INSPECTOR
                         Eh?

                                     DOCTOR
                         What makes people into Peeping 
                         Toms, one of his father's subjects, 
                         apparently.

                                     INSPECTOR
                              (slowly)
                         Peeping Toms...

                                     DOCTOR
                         An interesting boy... he has his 
                         father's eyes... you don't suspect 
                         him, do you?

                                     INSPECTOR
                         I suspect 'em all - what about 
                         you?

                                     DOCTOR
                         I'm interested in that chap with 
                         the bald head and hatchet face... 
                         there's something on his mind!

                                     INSPECTOR
                         No wonder... he's the director!

               He turns away thoughtfully.

                                                            DISSOLVE TO:

               CLOSE SHOT of Mark glancing impatiently at his watch.

               INT. STUDIO - DAY

               CLOSE SHOT of Baden glancing at his watch... He whispers 
               to the Assistant Director.

                                     ASSISTANT DIRECTOR
                         All right, everyone. This is the 
                         last shot... Make it a good one!

               CAMERA PANS to a comer of the studio.  The Inspector and 
               Sergeant stand in the shadows.

                                     INSPECTOR
                              (quietly)
                         Got your list, Sergeant?

                                     SERGEANT
                              (he produces if)
                         YES, SIR.

                                     INSPECTOR
                         I want to see how some of them 
                         spend their spare time...

                                     SERGEANT
                         Which ones, sir?

                                     INSPECTOR
                         Exactly, Sergeant...
                              (he looks round 
                              thoughtfully)
                         ... which ones?

                                                            DISSOLVE TO:

               CLOSE SHOT of sign: PUBLIC LIBRARY.

               EXT. PUBLIC LIBRARY - DAY

               LONG SHOT of very modern, glass-walled building. Helen 
               comes out with a manuscript in a parcel under her arm.

               EXT. PUBLIC LIBRARY - DAY

               Mark watches her. Beyond him stands an insignificant-looking 
               man in a raincoat.

               EXT. LIBRARY

               Helen looks at her watch.

               EXT. LIBRARY

               Mark looks at his.

               INSERT: 5.45.

               EXT. LIBRARY

               Helen hurries homeward.

               EXT. LIBRARY

               Mark slowly turns his back and walks away, gradually 
               gathering speed. The man in the raincoat follows him.

               EXT. NEWSAGENT'S SHOP. LATE AFTERNOON

               Mark hurries towards the shop... ahead of him a street 
               clock stands at just on six. Mark unslings his cine-camera 
               and photographs this clock... then he hurries into the 
               shop.

               The man in the raincoat walks into camera. He looks at the 
               clock, puzzled, then glances at the newsagent's window. He 
               gazes with interest at Mark's photograph of Milly, then 
               walks thoughtfully down the street.  

               All the clocks in the kingdom chime the hour of six.

               INT. NEWSAGENT'S SHOP - LATE AFTERNOON

               Mr. Peters is behind the counter.

                                     MR. PETERS
                         Don't make a habit of this!

                                     MARK
                         I won't, sir. 

                                     MR. PETERS
                         Milly's upstairs. 

                                     MARK
                         Right, sir.

               He turns to the door.

                                     MR. PETERS
                         I've got to go out... If you finish 
                         before I'm back, lock up and put 
                         this through the letter-box...
                              (he holds out a key)

               CLOSE SHOT of Mark staring at the key.

                                     MR. PETERS
                         What's the matter? Haven't you 
                         ever seen a key before?

               Mark takes the key. He starts to smile.

                                     MR. PETERS
                         The till will be empty - if that's 
                         what you're smiling about.

               Mark turns to the door.

                                     MR. PETERS
                         You know what I want now! No fancy 
                         stuff...

               Mark goes into the inner room; he is still smiling.

                                                            DISSOLVE TO:

               EXT. NEWSAGENT'S SHOP - LATE AFTERNOON

               From the opposite side of the street, we see Mr. Peters 
               locking the door of the shop, and hurrying down the road. 
               The man in the raincoat watches him, puzzled.

               CLOSE SHOT of Milly - very angry, in a dressing-gown.

                                     MILLY
                         You've spoiled my whole evening, 
                         you have!

               INT. NEWSAGENT'S STUDIO - LATE AFTERNOON

               Mark closes the door behind him.

                                     MARK
                         Sorry, Milly.

                                     MILLY
                         What's the idea?

                                     MARK
                         I shan't be here tomorrow.
                              (he hurries to the 
                              window)

                                     MILLY
                         Why? Going on manoeuvres with the 
                         boy scouts?

               He starts to draw the curtains - and stops suddenly. Over 
               his shoulder WE SEE the man in the raincoat standing on 
               the opposite side of the street.

                                     MARK
                         I thought so!

               Mark raises his cine-camera and carefully photographs the 
               Detective through a chink in the curtains.

                                     MILLY
                         Have you gone absolutely...

                                     MARK
                         I'm just... completing a 
                         documentary.

                                     MILLY
                         You're a document and a half, you 
                         are. Is it safe to be alone with 
                         you?

               He draws the curtains - and turns round.

                                     MILLY
                         ... might be more fun if it 
                         wasn't...

               He turns round and walks slowly - and a little sadly - 
               towards her

               BLACK OUT: The screen remains dark for a moment.

                                                                FADE TO:

               AN HOUR LATER - EARLY EVENING

               From the Detective's POV, WE SEE the chink of light between 
               the curtains of a window above the newsagent's shop go 
               out. CAMERA TRACKS TOWARDS the door of the shop. Mark comes 
               out, his cine-camera over his shoulder. He has a key in 
               his hand. He closes the door of the shop... then looks at 
               the key. He fits it into the lock - then slips it through 
               the letter-box. He turns and hails a taxi.

               CLOSE SHOT of the Detective. He looks at the shop, 
               hesitates, decides to follow Mark - hails another cab.

               EXT.STREET

               Mark gets into his taxi. As the driver pulls down the 
               flag...

                                                                 CUT TO:

               Mrs. Stephens' head falling on to her chest.

               INT. MRS. STEPHENS' BEDROOM - EARLY EVENING

               She is lying in bed - completely drunk - snoring lustily. 
               A hand smooths her forehead.

               CAMERA PULLS BACK

               Helen is leaning over the bed. She has her coat on.

                                     HELEN
                         Darling...

               She shakes her mother's shoulders. Mrs. Stephens snores 
               on.

                                     HELEN
                         Darling.

               She shakes her again  but it is hopeless. Helen pulls the 
               bedclothes round her mother, then turns away. She picks up 
               a large envelope and her handbag, and hurries to the door.

               INT. PASSAGE. MARK'S HOUSE - EARLY EVENING

               Helen walks towards the stairs. The door of Tony's room 
               opens, and he pokes his head round.

                                     TONY
                         Hallo.

                                     HELEN
                         Hallo, Tony...

                                     TONY
                         Where are you going?

                                     HELEN
                         To leave something for Mark...

                                     TONY
                         You haven't much time for me these 
                         days.

                                     HELEN
                         Tony...

                                     TONY
                         It's all right - I'll be here - if 
                         you want me.
                              (he turns to his 
                              room)
                         ... by the way... your mother was 
                         yelling out something before you 
                         came in... about Mark photographing 
                         her.

                                     HELEN
                         Photographing Mother? You must be 
                         mistaken!

                                     TONY
                         Of course. See you sometime.

               He goes into his room, closing the door. She stares after 
               him for a moment, then hurries up the stairs.

               INT. PASSAGE BY MARK'S ROOM - DAY

               Helen knocks on the door.

                                     HELEN
                         Mark...?

               No answer. She knocks again, then opens the door and goes 
               inside.

               INT. MARK'S SITTING ROOM - EARLY EVENING

               Helen enters and glances towards the door of the dark-room.

                                     HELEN
                         Mark?  No answer. She looks 
                         thoughtfully at the envelope in 
                         her hand - then goes in to the 
                         dark-room.

               INT. MARK'S DARK-ROOM

               Helen fumbles for a switch... she finds one and presses 
               it. A spotlight falls on Mark's projector, throwing its 
               shadow on to the dazzling white screen. Helen smiles, and 
               walks towards the projector.

               EXT. HOUSE - DAY

               Taxi arrives and Mark gets out.

               INT. POLICE PHONE BOOTH - EARLY EVENING

                                     DETECTIVE
                         ... don't know what to make of it, 
                         sir ... He went to a library, a 
                         solicitor's office, and a 
                         newsagent's shop - private 
                         photography there, if you ask me. 
                         Shall I hang around outside the 
                         house, sir? Don't think so, 
                         either... All right, sir, I'll 
                         give you the details when I get 
                         back... Bye, sir.
                              (he replaces the 
                              receiver)

               CLOSE SHOT of Helen. She is standing by the projector, 
               holding her envelope thoughtfully.

               INT. MARK'S DARK-ROOM

               She smiles suddenly and opens her envelope. She takes out 
               a bound manuscript. We see a label on the manuscript: The 
               Magic Camera by Helen Stephens. She takes a pencil from 
               her pocket, and opens the manuscript. Then she sits at 
               Mark's table and writes a note on the flyleaf. The projector 
               is at her elbow.

                                                            DISSOLVE TO:

               A telephone by a man's elbow. It rings.

               INT. SCOTLAND YARD - EVENING

               The Chief Inspector snatches up the telephone.

                                     CHIEF INSPECTOR
                         Chief Inspector Gregg! What?  Put 
                         him on the line...

                                                           CROSS CUT TO:

               Mr. Peters - looking very sick - on the telephone.

                                     MR. PETERS
                         went up to look around - found 
                         her.

               CLOSE SHOT of the Chief Inspector.

                                     CHIEF INSPECTOR
                         Yes, yes... What's the address? 
                         ... Newsagent's shop? ... Did you 
                         say news...?

               He slams down the receiver, and jumps to his feet.

                                                            DISSOLVE TO:

               EXT. ROAD - EVENING

               An empty taxi cruising down the street. It passes the 
               Detective in the raincoat walking away from Mark's house.

                                                            DISSOLVE TO:

               CLOSE SHOT of a note on a flyleaf which reads 'From one 
               Magic Camera - which needs the help of Another'.

               INT. MARK'S DARK-ROOM - NIGHT

               Helen closes the manuscript and lays it carefully by the 
               side of the projector. She turns to leave - then looks 
               curiously at the projector.  

               CLOSE SHOT of Helen - hesitating. Like a small girl in 
               front of her mother's make-up box, she touches the projector 
               tentatively, hesitates again, then presses a switch. A 
               beam of light shoots out. We watch Helen's face as she 
               looks at the screen. Nothing seems wrong for a few seconds - 
               then something starts to happen to the comers of her 
               mouth... and then her eyes become locked... and cannot 
               stop watching. Some kind of sound comes from the back of 
               her throat. Her hands dig into the table and she tries to 
               stand up. She cannot manage it the first time - and keeps 
               on watching, then, like a child waking from a nightmare, 
               she jerks herself away from the table, and stumbles towards 
               the door.

               CLOSE SHOT of Mark standing there - watching her.

               CLOSE SHOT of Helen staring at him... again we hear that 
               sound from the back of her throat. He looks away from her 
               at once.

                                     MARK
                         Don't let me see you... 
                         frightened...
                              (he pushes the door 
                              wide open...)
                         Leave!
                              (he looks at her - 
                              then looks quickly 
                              away)
                         Hurry, Helen!

                                     HELEN
                         Not...

                                     MARK
                         Leave!

                                     HELEN
                         Not...
                              (she turns away 
                              from him and forces 
                              the words out)
                         ... till I know...

                                     MARK
                         Now!

               She stands with her back to him. From REVERSE ANGLE we see 
               her struggling for breath. Over her shoulder WE SEE him 
               staring at the 16mm screen.

                                     HELEN
                         That film...

               Over her shoulder we see him hurry towards the projector.

                                     HELEN
                         That film...

               The sound of him switching it off.

                                     HELEN
                         ... is ... just a film...

               She wheels round towards him.

                                     HELEN
                         ... isn't it?

               From REVERSE ANGLE we see her looking at him.

                                     HELEN
                         ... horrible ... horrible... but... 
                         just a film... isn't it?

               CLOSE SHOT of Mark.

                                     MARK
                         No...
                              (he walks towards 
                              the door)
                         I killed them...
                              (he locks the door 
                              with a hint of 
                              sadness)
                         And now that you know... I want 
                         you with me... a while.

               CLOSE SHOT of Helen  not enough breath to scream... hardly 
               enough to breathe.  

                                     MARK
                         You'll be safe - as long as I can't 
                         see you frightened - so stand in 
                         the shadows, Helen... please...

               She stands motionless.

                                     MARK
                         ... please...

               From her POV WE SEE him standing in front of the door, 
               looking ahead of him. She backs slowly away into the shadows 
               at the back of the room.

                                     HELEN
                         She's right... your mother... must 
                         tell someone everything... sorry... 
                         has to be you!

               CLOSE SHOT of Helen standing in the shadows where her mother 
               stood.

                                     HELEN
                         This was his laboratory... and you 
                         know some of what he did... but 
                         not all.

               The room is suddenly filled with the terrified screaming 
               of a small boy. Helen wheels round. The screaming seems to 
               be coming from the walls. Mark's hand is on a switch - one 
               of a number on a panel.

                                     MARK
                         ... aged five...

               He presses another switch. There is a click, and the 
               screaming stops, to be replaced by a low sobbing.

                                     MARK
                         ... aged seven... 

               He presses another switch. There is a moment's silence.

                                     MARK
                         All the rooms were wired for 
                         sound... and... still are.

               WE SUDDENLY HEAR the ticking of a clock.

                                     MARK
                         Your room.

               CLOSE SHOT of Helen - listening.

                                     MARK
                         Your mother's .

               The click of a switch - and we hear a loud snoring.  

                                     MARK
                         Tony's.

               The click of a switch - and we hear Tony's voice.

                                     TONY (O.S.)
                         No one will come in... honestly, 
                         darling...

                                     GIRL'S VOICE (O.S.)
                         I don't care!

                                     TONY
                         But darling...

                                     GIRL'S VOICE (O.S.)
                         Stop it, Tony!

               Mark listens with interest.

                                     HELEN
                              (quietly)
                         Turn it off!

               He does so - at once. She walks towards him. He turns away 
               from her.

                                     HELEN
                         Look at me, Mark!

                                     MARK
                         Not if you're frightened...

                                     HELEN
                         Look at me!

               Slowly he faces her.

                                     HELEN
                         What did you do... to those girls?

                                     MARK
                         No.

                                     HELEN
                         What did you do, Mark...?

               He tries to turn away - but she follows him.

                                     HELEN
                         If you want to torment me... for 
                         the rest of my life... then make 
                         me imagine!

               CLOSE SHOT of Mark - his eyes closed.

                                     HELEN
                         What did you do ... to those girls?

                                     MARK
                         Can't...

                                     HELEN
                         Show me, Mark...

                                     MARK
                         But if you're frightened...

                                     HELEN
                         Show me - or I'll remain 
                         frightened... for the rest of my 
                         life.  Show me!

               He turns to his cine-camera, and picks it up. He releases 
               the tripod.

               CAMERA HOLDS on Helen. She stands very still against the 
               wall. Mark's voice is overlaid.

                                     MARK (O.S.)
                         Do you know... what the most 
                         frightening thing in the world 
                         is?...

               She is looking at something, puzzled.

                                     MARK
                         It's fear.

               The sound of his footsteps approaching...

                                     MARK
                         So I did something... very simple...

               WE SEE a look of fear spring into her eyes.

                                     MARK
                         Very simple.

               WE SEE the spike approaching her throat... but she is 
               looking at something else.

                                     MARK
                         When they felt the spike... touching 
                         their throats... and knew I was 
                         going to kill them...

               The spike is touching her throat.

                                     MARK
                         ... I made them - watch their own 
                         deaths!

               CLOSE SHOT of Helen's face several times its natural size. 
               She is looking at herself in a large circular magnifying 
               mirror which has been fitted over the camera's face. The 
               mirror entirely obscures both Mark and the camera. There 
               is a small hole in the mirror through which the lens of 
               the camera winks. As Helen looks at her terrified distorted 
               face this small hole gives her an extra eye in the middle 
               of her forehead.

                                     MARK
                         Made them see their own terror as 
                         the spike went in... and if death 
                         has a face, they saw that too!

               CLOSE SHOT of Mark - crouching behind the mirror, sweat 
               pouring down his forehead... his finger on the trigger of 
               the camera.

                                     MARK
                         Not you! Not you! I'll never 
                         photograph you! I promised - I 
                         promised - Not you!  

               Helen's eyes are closed. The spike is still touching her 
               throat.

               CLOSE SHOT of Mark  his face turned away from the 
               viewfinder.

                                     HELEN
                         ... frightened ... for you...

               There's the sound of a car pulling up. He hurries to the 
               other room.

               EXT. HOUSE - NIGHT

               The Police arrive: three cars.  Mark appears at an upstairs 
               window with his camera.

                                     SERGEANT
                         Look out!

               He thinks Mark has a gun. They all duck. Mark raises his 
               camera and photographs them. The Police recover and charge 
               for the house. Mark disappears.

               INT. DARK-ROOM - NIGHT

               Mark hurries back into the room carrying his camera. He 
               knows exactly what he has to do.

                                     HELEN
                         Mark! Mark! Give yourself up!

                                     MARK
                         I've been ready for this... for 
                         such a long time...

               Rapidly he fixes his camera on to a hook on the wall. Then 
               he adjusts the tripod so that the spikes protrude towards 
               him...

                                     HELEN
                         What are you...

                                     MARK
                         It'll be all right.

               He makes chalk marks on the floor in front of the camera, 
               then switches on all the floodlights. WE CAN HEAR the 
               Policemen pounding on the door.

                                     MARK
                         I can beat that!

               He crosses to a switch - presses it.  The room is filled 
               with a small boy's screaming.

                                     HELEN
                         Give yourself up... Mark!

               He stands next to her, and looks at his long array of 
               cameras. WE SEE that each one of them has been fitted with 
               a small metal disc (a delayed release), and that some of 
               the older cameras have flashlights attached.

                                     MARK
                         Watch them, Helen... Watch them 
                         say goodbye - one by one -
                              (he presses a master 
                              switch on the wait)
                         I've timed this... so often...

               Slowly he walks past his cameras. As he does, the metallic 
               disc on each one explodes with a little plop - and the eye 
               of each camera winks once as if in salute. Some go off 
               with flashlights on either side of the room. The sound of 
               footsteps hurrying up the stairs.

               Ahead of Mark - coming steadily closer  are the spikes of 
               the tripod. The mirror on the cine-camera reflects the 
               approach - and Helen's terrified face.

                                     HELEN
                         No - No!

               The child's screaming reaches its peak as Mark approaches 
               the spikes... Ahead of him, on the small table where his 
               projector stands, is Helen's book The Magic Camera.

                                     MARK
                         I wish... I could have found your 
                         faces for you... 

               The Policemen are now rattling on the dark-room door. 

                                     MARK
                         Helen - I'm afraid!

               We see his face, terrified, in the magnifying mirror. The 
               spikes are against his throat. The eye of the camera is 
               winking rapidly.

                                     MARK
                         I'm glad I'm afraid!

               Heavy shoulders are pressing against the dark-room door... 
               as it breaks in, Mark lunges forward against the spikes. 
               The cine-camera is wrenched away from the wall as he falls 
               back. He crashes against the small table, which falls over. 
               He is not parted from his camera - it is fixed to him by 
               the tripod, and falls back with him, covering his face 
               like a canopy. WE SEE his face in the lens of the cine-
               camera. and WE SEE his hand - lying limp on the cover of 
               The Magic Camera.

               The Policemen hurry into the room. They stare motionless 
               at what they see.

               CLOSE SHOT of Helen - her face buried in her hands.

               The child's screaming stops suddenly... and in the absolute 
               silence which follows WE HEAR the voice of Mark's father:

                                     FATHER'S VOICE (O.S.)
                         Don't be a silly boy... there's 
                         nothing to be afraid of...

               And a small voice answers.

                                     CHILD'S VOICE (O.S.)
                         Good night, Daddy...

               The spotlights begin to dim... The dazzling white of the 
               16mm screen fades slowly into greyness...

               The room is filled with the gentle breathing of a small 
               child.

                                                               FADE OUT:

               THE END