1 FADE IN 1
A close-shot of a yellow legal tablet. A young hand comes
into frame, holding a pencil. For a few moments, we hear only
the soft scratching of pencil on paper, as credits are written
in a series of dissolves. The hand carefully erases and
corrects an error or two along the way. And then the sound of
an old friend… the warm crackle of a vinyl record… as we
now hear Alvin and the Chipmunks’ “Christmas Song.”
2 EXT. PACIFIC OCEAN — DAY 2
A lone palm tree rises up into a yellow afternoon sky. Behind
it, the sparkling blue of the Pacific Ocean and the city of
San Diego. A dry, hot Southern California day. Even the wind
is lazy, and a little bored.
3 EXT. NEIGHBORHOOD SHOPPING CENTER – DAY 3
Santa Claus wears shorts and sandals, ringing a bell as he
collects for the Salvation Army. This is Christmas in the
Southland. No snow, no winter wonderland. Just a pleasantly
thick heat and an unchanging season, as music continues.
Turning the corner, walking into frame is ELAINE MILLER, 35.
She is a tall woman, consumed by the fevered conversation she’s
Having with her pale young son WILLIAM, late pre-teens. They
stand apart from the other shoppers. All around them is the
highly-charged salesmanship of the season… silver glittering
fake Christmas trees. She hurries her son through the
commercial juggernaut, continuing their lively intellectual
conversation, when something stops her. A Workman is affixing
letters to a store-front. He has already placed the MERRY…
now he’s finishing the XMAS. Elaine is strong, but always
pleasant, always clear about her purpose in this life.
Excuse me, I’m a teacher. There is no
word in The English Language — “Xmas.”
It’s either Merry Christmas… or Happy
The Workman nods thanks, with faux appreciation, as Mom turns
away. The Workman shares a look with William, who shrugs –
that’s my Mom.
4 EXT. MINI-TRACT CONDO COMPLEX — DAY 4
This is the new professional-class. It’s a mini-condo
community. Rows of Spanish-styled three-bedroom houses with
common walls. Move in on one of these homes, the one without
Christmas lights. At the door is a furtive 15 year-old Girl.
She checks her cheek, straightens her hair. She hides
something under her coat, and gathers the proper nonchalance
to enter. Music fades.
5 INT. KITCHEN — DAY 5
We now hear the dialogue between this lively Mother and her
son, as she cooks a pan full of soy-based health-food cutlets.
The meal simmers unappetizingly in the pan. Across the kitchen
we see William. He’s a great listener, with a calm and curious
face that takes everything in.
– so Livia –
— killed everyone off so her son
Tiberius could inherit the throne.
Just like Nixon.
William nods, intrigued. He has a good disposition. The
world of knowledge engages him, and he loves what it brings
out in his Mom. There is a small clatter at the front door,
as the girl we’ve just seen enters, barely brushing some chimes.
She silently curses herself.
Anita, is that you?
Hey Mom! I already ate.
Mom moves to the living room to greet William’s sister. William
peers into the next room.
6 INT. LIVING ROOM — DAY 6
She’s almost to her bedroom down the hall when mom catches
her. We now discover ANITA, 16, up-close. She is an alluring
young Natalie Wood, with a suspicious and sunny smile.
You sure? I’m making soy cutlets.
The words “soy cutlets” sends a small shiver through the girl.
I’m fine. Already ate.
William stands in the doorway now, watching, monitoring, as
Mom moves closer to his sister. She sees something curious
about her daughter.
Wait. You’ve been kissing.
No I haven’t.
(peering at her lips)
Yes… yes, you have…
No I haven’t.
Yes you have. I can tell.
You can’t tell.
Mom steps closer and examines the lips even more carefully.
To her, everything is a quest for knowledge.
Not only can I tell, I know who it is.
Anita is stunned silent. She turns slightly to look at herself
in a hall mirror, searching for clues, implicating herself
And what have you got under your coat?
This is the booty Anita didn’t want to give up. Mom picks at
the corner of an album cover now visible under her jacket.
She withdraws the album. It’s Simon and Garfunkel’s Bookends.
It’s unfair that we can’t listen to
(weary of the issue)
Honey, it’s all about drugs and
Simon and Garfunkel is poetry!
Yes it’s poetry. It’s the poetry of
drugs and promiscuous sex. Look at
the picture on the cover…
CLOSE ON BOOKENDS ALBUM COVER
Mom’s fingers at the edges. We examine the insolent faces on
Richard Avedon’s classic album cover. Even Simon and Garfunkle
look guilty under her scholarly inspection.
… honey, they’re on pot.
First it was butter, then sugar and
Bacon. Eggs, bologna, rock and roll,
Nearby, William squirms as he watches the gently escalating
conversation. Anita glances at her brother. He silently
urges her to downshift. She can’t.
Then it was celebrating Christmas on a
day in September When you knew it
wouldn’t be “commercialized.”
That was an experiment. But I
What else are you going to ban?
Honey, you want to rebel against
I’m trying to give you the Cliff’s
Notes on how to live in this world.
(simple and direct)
We’re like nobody else I know.
These are the words that sting Mom most.
I’m a teacher. Why can’t I teach my
Darryl says you use knowledge to keep
me down. He says I’m a “yes” person
and you’re trying to raise us in a
(immediately, can’t help
Well, clearly, “no” is a word Darryl
doesn’t hear much.
Anita gasps. Ever the peacemaker, William weighs in. Nearby
is a poster – “No More War.”
Everything I say is wrong.
I can’t live here! I hate you! Even
William hates you!
I don’t hate her.
You don’t even know the truth!
William looks vaguely confused.
Sweetheart, don’t be a drama queen.
Anita takes a breath and then out of her mouth comes the
strangled-sounding words of a kid swearing at her parent for
the first time.
Feck you! All of you!
Anita runs down the hall to her room. Elaine turns to William,
relating to him more as a fellow parent than a child.
Well, there it is. Your sister using
the “f” word.
I think she said “feck.”
What’s the difference?
Well. The letter “u”…
Shot moves in on the kid, as we hear the opening strains of
The Moody Blues’ “Nights in White Satin.”
7 INT. SCHOOL DANCE/GYMNASIUM BATHROOM — NIGHT 7
Music continues. Shot moves along a row of very mature-looking
male teenagers, examining themselves in the bathroom mirror.
There’s the kid with a very mature-looking moustache, the kid
proudly sporting full-blown hormonal acne (he slaps on some
Hai Karate), the guy to whom puberty has already delivered the
face of an adult, complete with long jutting sideburns… and
then a blank space at the mirror, as the shot moves down, down,
down to find William. He is so much younger, without a zit in
sight. Puberty is so very distant on his horizon.
8 INT. DANCE — NIGHT — UNDER-CRANKED 8
Song continues as we see William’s perspective of these much-
older looking kids. Girls now are visible, and they are even
more mature than the boys we’ve just seen. They flirt and
glow, arms trailing across the shoulders of the boys.
Whispering in each other’s ears, none of them looking down.
It’s a troubling experience, to be this close to the alluring
world of older teenagers… and to be so invisible to them.
Are you really in our grade?
9 INT. JUNIOR HIGH LOCKER ROOM — DAY 9
Are you really in our grade?
William turns to see tall, adenoidal TIM TOBIN. The most mature
looking kid we’ve seen yet, he challenges William in a loud
theatrical tone. It is a voice right out of Guys and Dolls,
which incidentally is the school play in which Tobin had just
starred. William answers in a respectful voice. He is
desperate for acceptance.
Hey guys! Check it out! William
doesn’t have any pubes!
Others now begin to gather around, examining William. He has
never been more naked.
GUY # 1
How old are you man?
He’s not a man, he’s a little baby
kid. He Doesn’t even get zits yet.
GUY # 2
How come you don’t have any hair down
(in loud, funny voice)
Where are your pubes???!!
Their voices echo off the tiled walls. Now everyone is watching
the hairless William. He is confused by their meanness.
GUY # 2
Yeah. Where are your pubes?
All eyes are on him, waiting for a response. The kid’s mental
wheels turn frantically. And from somewhere comes an attitude,
a swagger, and somehow the perfect line arrives from what could
only be a merciful deity.
I had ‘em. I shaved ‘em off.
It is a new persona for the kid — the witty guy. And it works.
Guy #2 cracks up, then others. William’s new accuser is
suddenly surrounded by the impressed gales of laughter of these
older boys. Others turn away, on to other things. Tobin stares
at William, and then also turns away.
10 INT. FAMILY CAR — DAY 10
William jumps into the backseat of the white Ford Country Sedan
station wagon, carrying books. (“See ya pubes!”) Mom continues
driving William and Anita home from school.
(cheerfully, by rote, to
William in back)
Put on your seatbelt. I don’t want
you flying through the windshield.
Anita examines her own un-fastened seatbelt, which Mom hasn’t
We got our annuals today —
“Received” your annual.
(looking at his photo)
I look so much younger than everyone
Enjoy it while you can.
Camera drifts from Mom to Anita, who can take it no longer.
Mom. It’s time.
Can this wait until we get home?
Mom, pull over. Tell him the truth.
Tell him how old he is.
Mom pulls over, and stares straight ahead with deep irritation.
(as in “be quiet”)
He knows how old he is.
The other kids make fun of him because
of How young he looks. Nobody includes
They call him “The Narc” behind his back…
What’s a “Narc?”
(bleeding for her brother)
A Narcotics Officer!
Well what’s wrong with that?
(ever the peacemaker)
Come on you guys. It’s no big deal.
I’m 12. It’s okay. She skipped me a
grade, it’s okay. Big deal. I’m a
year younger. They’re 13, I’m 12 —
Their silence is eloquent.
(confessing, in a rush)
I also put you in first grade when you
were five and never told you.
So… I’m… how old?
A heavy quiet. She and his sister ignore him, as they now
debate the subject with each other.
You lied to him! You make such a big
deal about the truth and you lied!
(that one hurts)
He never asked.
What — like he’s going to ask if he’s
as old as he thinks he is? Don’t you
realize, this is going to scar him
Honey… sweetheart… don’t be
Cleopatra. We have to be his mother
and his Dad.
You put too much pressure on him!
And when he rebels in some strange and
odd way, don’t blame me.
… am I?
(matter of fact)
I skipped you an extra grade. You’re
(horrified, voice crackling)
He looks at his body, the information affects him physically.
New sounds come from way down deep inside. Mom now begins
speed-rapping, trying to stem the leak. She starts the car.
So you skipped fifth grade. There’s
too much padding In the grades. I
taught elementary school. 5th grade –
unnecessary. Nothing happens in the
5th grade. All Teachers know it, no
one talks about it.
(still in shock)
E – leven.
And you skipped kindergarten because I
taught it to you when you were four.
(still horrified, looking
at his body)
This explains… so much…
You’ve robbed him of an adolescence!
Adolescence is a marketing tool.
He’s got no “crowd”… no friends…
Anita reaches out to her brother. With the compassion of a
saint, she offers this:
Honey, I know you were expecting
puberty. You’re just going to have to
shine it on for a while.
Deeply embarrassed, William shrinks down in the seat. Mom
monitors his face constantly. She is raw and sincere… and
Who needs a “crowd?” You’re unique. You’re
two years ahead of everybody. Take those
extra years and do what you want. Go to
Europe for a year! Take a look around,
see what you like! Follow your dream!
You’ll still be the youngest lawyer in the
country. Your own great grandfather
practiced law until he was 93. Your dad
was so proud of you. He knew you were a
pronominally accelerated child.
What about me?
(heartbroken, can’t help
You’re rebellious and ungrateful of my
Well, somebody’s gotta be normal around
(blinking, still can’t
11 INT. WILLIAM’S BEDROOM — DAY 11
William finishes the last of many candy bars. A mound of
wrappers sit just below the mirror. He examines his face
hopefully for zits. Nothing coming. We begin to hear Simon
and Garfunkel’s “America.”
12 INT. LIVING ROOM – DAY 12
Anita stands in the living room. The song continues playing
on the stereo.
I want to play you a song that explains
why I’m leaving, and try to listen.
We can’t talk? We have to listen to
13 EXT. FRONT LAWN — DAY 13
William watches sadly. Anita’s good-looking boyfriend DARRYL,
a dead ringer for young Stephen Stills, loads her suitcases
into a large turqouise Chevy. The suitcases are adorned with
plastic stick-on flowers. All coolness is leaving William’s
life. Mom watches nearby, worried and helpless. (Their house
is more austere, less “fun” than the other front lawns.)
Take good care of her in San Francisco,
Darryl gives the kid a sub-human look. He’s invisible, too
young to converse with.
How can she leave such a loving family?
Anita turns and heads towards them. She focuses on William,
placing her hands on his young shoulders. Her face is very
close to him now, as she delivers this sage prediction of the
One day you’ll be cool.
He nods stoically, hopefully. He is utterly lost. She leans
forward and whispers in his ear.
Look under your bed. It’ll set you
Anita shakes hands with Mom, and exits. As the car takes off:
She’ll be back.
In the distance we hear the whoop of her daughter.
Maybe not soon…
William watches wistfully. He moves away from his mother.
She pulls him closer. Shot moves in on his slightly fearful
14 INT. DARRYL’S CAR – DAY 14
Anita looks back at the receding American Gothic-image of her
mother and brother. Sister waves to brother. She feels for
him. Music now shifts to The Who’s “Sparks.”
15 INT. BEDROOOM — NIGHT 15
William locks the door. He reaches under his bed. It’s a
black leatherette travel bag, with tartan design. He unzips
the bag — it’s filled with albums. He flips through the
amazing, subversive cache of music. Cream’s Wheels of Fire…
the seminal Bob Dylan bootleg Great White Wonder… the Rolling
Stones’ Get Yer Ya Ya’s Out… The Beach Boys’ Pet Sounds…
Abraxas by Santana… Jethro Tull’s Stand Up… The Mother’s of
Invention’s We’re Only In It For The Money… Led Zeppelin…
Crosby, Stills and Nash… Miles Davis’ Bitches Brew… and
The Who’s Tommy… with a note taped to it.
“Listen to Tommy with a candle burning
and you will see your entire future…”
The heady effect of all these albums registers, as we see him
lighting a candle.
DETAIL SHOT OF NOTEBOOK
A blue school notebook, with ballpoint pen renderings of the
names of groups like the Who and Led Zeppelin, complete with
carefully drawn thunderbolts. Also, the name LESTER BANGS.
16 INT. JOURNALISM CLASS — DAY 16
William, now 15, sits in class with book, Adventures in
Journalism. His hair is shoulder-length. A dedicated teacher,
PATRICIA DEEGAN, walks the aisles. Music continues.
17 EXT. FOOD MACHINES – DAY 17
William presses the food machine button, pulls an orange from
a vending container. He still looks younger than most of the
students… and these days, especially the girls.
18 EXT. LUNCH COURT — DAY 18
William sits apart from all the others, under a tree. He reads
intently, happily, as he eats the orange. It’s a copy of Creem
Magazine. Music continues.
CLOSE ON PHOTOS IN MAGAZINE
Camera moves across the photos, catching the expressions and
fashions of the rock heroes of the day. Ian Anderson of Jethro
Tull, eyes wide and hair flying as he plays flute. Neil Young,
enigmatic with perfectly patched Levis. The Southern Rock Royalty
of The Allman Brothers Band, posing and laughing in front of
massive stacks of amps. Marc Bolan of T. Rex, his ringlet-hair
backlit by stage lights. David Bowie in skin-tight Japanese one-
piece attire, onstage with The Spiders From Mars. Pete Townsend
of the Who, slashing windmill-style at his guitar.
Drift down to a by-line – by Lester Bangs.
19 EXT. PARKING LOT – DAY 19
William walks through the parking lot after school. Everybody
now congregates around the new arrival of their lives – their
own cars. Arms suddenly clap William on the back, friendly
faces smile strangely, laughing. He takes a few steps and
looks up to see… a school official is hurriedly removing
something from the high-school marquee.
which reads: WILLIAM MILLER IS TOO YOUNG TO DRIVE (OR FUCK)
All are laughing. He laughs with them, and turns as his face
goes slack. He shrugs, marches on.
20 EXT. DOWNTOWN SAN DIEGO RADIO STATION — DAY 20
The song we’ve been listening to is ripped off the turntable by
a highly-active man in a red promotional t-shirt proclaiming the
greatness of The Guess Who. He is a ferocious, lumbering, music-
driven presence, and he fills this small radio studio to the
very brim. This is LESTER BANGS, 25, the rarely-seen God of a
then new art-form — Rock Journalism. A Disc-jockey with long-
long hair watches helplessly. William views all this through a
glass window. He stands on the corner of a downtown side
street, halfway up a steep incline. He is the only person on
the streets this early Saturday morning. Reveal that he is
watching a live radio show, audible to us through the small
p.a. speaker overhead.
Quite an honor to have the World’s
Greatest Rock Critic… and editor of
Creem Magazine, back Home in San Diego
for a few days — Lester Bangs.
What is this hippie station?! Where’s
Iggy Pop? Don’t you have a copy of
Lester, isn’t it a little early for
Bangs searches for the album — vinyl flying everywhere now,
with no regard for album jackets.
21 EXT. RADIO STATION — DAY 21
William watches intently. Bangs thuds the needle onto a copy
of Raw Power. We’re rewarded with a blast of Iggy and the
Stooges’ “Search and Destroy.” A closer shot on William now
watching the whirlwind of anarchy inside. Lester does an Iggy
Pop impression, acting out a story for the d.j. that we cannot
hear, never noticing the kid soaking in everything from the
other side of this double-glass window.
22 EXT. RADIO STATION — DAY — LATER 22
Bangs walks with William on this sharply inclined San Diego
street. It’s early, the streets are silent. Bangs is about
fifteen beer pounds overweight. His jeans are loose, his
paleness and messy moustache an emblem of the long days and
nights spent writing. In there somewhere is a good-looking
guy. His hands are thrust deeply into his pockets, and he
takes big sweeping steps.
So you’re the one who’s been sending
me those articles from your school
I’ve been doing some stuff for a local
underground paper, too.
What are you like the star of your
They hate me.
You’ll meet them all again on their
long journey to the middle.
The kid nods, they walk.
Well, your writing is damn good. It’s
just a shame you missed out on rock
Oh yeah. It’s over.
Over. You got here just in time for
the death rattle, the last gasp, the
Well. At least I’m here for that.
Bangs looks at the much smaller kid, shaking his head. It’s
too late for newcomers. But if the kid’s age is an issue, he
doesn’t mention it. Like a machine-gun:
What do you type on?
Smith-Corona Galaxis Deluxe.
You like the new Lou Reed?
The early stuff. The new stuff, he’s
trying to be Bowie, he should be
himself. I’m not a big Lou man.
Yeah, but if Bowie’s doing Lou, and
Lou’s Doing Bowie, Lou’s still doing
(standing his ground)
If you like Lou.
Smart kid. I used to do speed and
sometimes Nyquil and stay up all night
writing and writing, like 25 pages of
dribble about, you know, the Guess
Who, or Coltrane, just to write, you
know, with the music blasting…
Me too. The writing part…
For a moment, the serious demeanor dissolves and the oddest
thing happens. Bangs laughs. It’s an odd and charming laugh,
the kind a tough guy keeps well-hidden. It surprised the kid,
who smiles back. Bangs stops at the corner, and offers a
pleasant but very final nod of the head.
Well, alright. It’s been nice to meet
you. I’ll see you around. Keep sending
me your stuff.
Okay. See you.
I can’t stand here all day talking to
my many fans.
WIDE SHOT – SOLITUDE
But neither have anywhere to go on this early downtown morning.
They stand for a beat, hands in pockets, on this deserted
street. They are alone together, there’s nobody else in sight.
23 INT. DINER — DAY 23
William listens intently as Lester eat a sandwich. His face
is an open book filling with words.
— so anyway, you’re from San Diego
and that’s good. Because once you go
to L.A., you’re gonna have friends
like crazy but they’ll be fake friends,
they’re gonna try to corrupt you. The
publicists! The bands! You got an
honest face, they’re gonna tell you
everything. But you CANNOT make friends
with the rock stars.
The kid takes out a green collegiate notebook and gestures —
can I make a note? Bangs nods.
Cannot make friends with the rock stars.
That’s what’s important. If you’re a rock
journalist, a true journalist — first you
will never get paid much. But you will
get free records from the record company.
The kid’s eyes widen. Bangs, in direct conflict with his brutal
writing style, is looking suspiciously like a compassionate
And they’ll buy you drinks, you’ll meet
girls… they’ll try to fly you places for
free…. offer you drugs… I know. It
sounds great. But they are not your
friends. These are people who want you
to write sanctimonious stories about the
genius of the rock stars and they will
ruin rock and roll and strangle everything
we love about it.
Privately, William thrills. We. Our. It all sounds great to
him. He listens to the grouping of the words, every one of
them. He madly scribbles.
They are trying to buy respectability
for a form that is gloriously and
The kid leans forward as Lester finds the right word.
– dumb! And you’re smart enough to
know that. And the day it ceases to
be dumb is the day it ceases to be
real. Right? And then it will just
Become an Industry of Cool.
… Industry… of… cool…
And that’s what they want! And it’s
happening right now. I’m telling you,
you’re coming along at a very dangerous
time for rock and roll. The war is
over. They won. 99% of what passes
for rock now… SILENCE is much more
compelling. It’s over. I think you
should turn around and go back and
be… a lawyer or something… but I
can see from your face that you won’t.
I can pay you thirty-five bucks. Gimme
a thousand words on Black Sabbath.
Yeah. And you should build your
reputation on being honest… and
(writing in notebook)
And if you get into a jam — call me.
I stay up late.
Bangs reaches across the table, and William watches as he
scribbles his number on the back of the kid’s green collegiate
notebook. The notebook has just become valuable. They sit
together, listening to the beautiful and compelling silence.
24 INT. FAMILY CAR — NIGHT 24
Mom drives William to the San Diego Sports Arena. She looks
out the window at the adrenalized concert-goers. She feels
protective not just of her son, but an entire generation.
William goes over his questions for Black Sabbath.
Look at this. An entire generation of
Cinderellas and there’s no slipper
William looks out the window at the sign: TONIGHT – SOLD OUT –
BLACK SABBATH with special guest Stillwater.
You can drop me off here.
Black. Sabbath. Just remember – you
wanted to be Atticus Finch in To Kill
The kid doesn’t answer. He silently goes over his questions.
As long as I know this is just a hobby,
I’ll go along with it.
All I have to do is listen. That’s
what Lester Bangs said.
I’ll be waiting right here at eleven
‘o clock sharp. If you get lost, use
the family whistle.
He unhooks his seatbelt, stuffs his questions into an orange
canvas shoulder-bag and exits.
Elaine watches her son disappearing into the stony rock-concert
crowd. It’s a windy night. Everything about this image
troubles her. She fights with herself, and then uses the family
whistle immediately. He turns.
(sweetly, too loud)
Don’t take drugs!!
Fifteen concert-goers turn around instinctively, at the sound
of a Mother, and then identify William as the object of her
concern. All around him, we hear:
HAPPY CONCERT GOERS
Don’t take drugs!!
He winces, nods and moves forward. Music echoes from the open
windows of many other cars.
25 EXT. SAN DIEGO SPORTS ARENA BACKSTAGE RAMP — NIGHT 25
The kid tromps down the steep incline leading to a small steel
backstage arena door. He rings the buzzer. The door wheezes
open to reveal the keeper of the San Diego Sports Arena’s
backstage list. Famous to all those who attempt to enter,
this is SCOTTY. He is a wiry, humorless man for whom
powerlessness is the theme of his life — except for those few
hours he controls the list. Scotty is only forty but everything
about him screams that he’s an angry sixty.
Hi. I’m William Miller and I’m here
from Creem Magazine to interview the
band Black Sabbath.
Scotty, immediately suspicious, moves to a nearby podium and
snaps through three clipboard pages. He moves back to the
door and grabs the handle.
Not on the list.
He shuts the door with finality. The kid stands silently for
a moment. He looks over his shoulder, at two chattering
Groupies watching his dilemma from the top of the ramp. They
look at him sympathetically, but he turns away. William rings
the buzzer again, withdrawing a copy of Creem from his bag.
The door opens.
Sir, I’m a journalist, and here’s a
copy of the magazine.
The magazine hangs in mid-air.
You’re not on the list. Go to the
top of the ramp with the girls!
Slam. William stands there for a moment. Unsure of what to
do next, he looks back to the top of the ramp. Rejected by
him just moments earlier, the groupies now feign disinterest.
Bracing himself, William rings again. The door opens slowly
this time. Scotty stands peering at him.
(in a rush)
the-ramp with-the-gi –
26 EXT. TOP OF SPORTS ARENA RAMP — NIGHT 26
William inches into the realm of the girls at the top of the
ramp. The wind whips. It’s just him, and two Groupies in
their evening best. They now pretend to barely notice the
young journalist who has been banished to stand with them.
Chattering excitedly, with sophistication far beyond her 17
years, is ESTRELLA. She sports long unruly black hair. Her
partner hangs in the shadows, adjusting shoes. Estrella turns
to the kid with great disinterest.
Who are you with?
(embarrassed to be alive)
Me? I’m with myself.
No, who are you with? What band?
I’m here to interview Black Sabbath.
I’m a journalist. I’m not a… you
Estrella stares at him. Moving into the parking lot light,
introducing herself, is a luminous girl in a green faux-fur
trimmed coat. This is PENNY LANE. There is an inviting warmth
and real interest in the way she asks:
… you’re not a what?
Oh… I’m just… not a… you know.
Not a “what”?
You know. A “groupie.”
The two girls are deeply insulted by the word.
Sorry, I –
We. Are not. “Groupies.”
Estrella indicates Penny with great reverence.
This is Penny Lane, man. Show some
Penny steps closer, focusing completely on the kid. Behind
her, concert-goers throw a few woo-woos their way. She seems
not to hear them.
“Groupies” sleep with rock stars because
they want to be near someone famous.
We are here because of the music. We
are Band Aids.
She used to run a school for Band Aids.
We don’t have intercourse with these
guys. We support the music. We inspire
the music. We are here because of the
William is nodding like a doll in a dashboard window.
Marc Bolan broke her heart, man. It’s
It’s a long story. I’m retired now.
I’m just visiting friends.
She was the one who changed everything.
She said “no more sex, no more
exploiting our bodies and hearts… ”
“… just blow-jobs, and that’s it.”
Okay. Well, see, now I get the
Shot drifts off him and picks up, out of the darkness, another
breathless girl teetering on tall shoes. She is in the vicinity
of 16. Her black hair is cropped short and died red, just
like the cover of Bowie’s Aladdin Sane. She is POLEXIA, the
voluptuous one, from Riverside.
(the usual greeting)
It’s all happening. It’s all happening.
Polexia!! Did you tell Sabbath we
were going to be here?
I talked to Dick with Stillwater, I
talked with Sabbath. They’re all dying
to see us. It’s all happening.
This is our journalist friend.
Journalist Friend, meet Estrella Starr,
and Polexia Aphrodisia. And you are —
Silent beat. His name lands like a thud.
Here comes Sabbath!
Ozzy!!! Tony!!! It’s us!!
A long black limo with darkened windows swishes past, beeps
twice. The metal backstage gate rises and the limo rolls
inside. And then silence again. The girls do not discuss
I think I saw Sapphire in there.
(can’t hold it in any longer)
Okay. I was with Ian Hunter all night
at Rodney’s Last night. Wanna see his
spoo? I saved it in a baggie.
She opens her purse and shows the girls something inside.
William edges away.
(peering into purse)
I’m really happy he’s doing so well.
(regarding what’s in purse)
Yeah. I know he’s such a talented
guy. I mean, look at him. Who deserves
(looking in purse)
Nobody — he’s so sweet.
Don’t you just root for him, you know.
To go that little distance between
good and great?
Wait. That’s not his. I would know
A very odd look on his face, William now cranes for a discreet
look. What’s in that purse?
BAM — THE BACKSTAGE DOOR OPENS
Out steps SAPPHIRE, 19, a tall girl with taller platforms. Heavy
eye-makeup. Her accent is Texan, with odd traces of English.
In one hand is a half-drained bottle of champagne. In the other,
a fistful of backstage passes.
Does anybody remember laugh-tah?
(as they turn)
Come and GET ‘EM!
The girls scream and happily head down the ramp to Sapphire.
Penny looks back and grabs William with a well-placed arm hooked
around his. He joins the clacking sea of legs moving down the
ramp. Sapphire slaps passes on the girls. As Scotty (The
Keeper of the Backstage List) watches, Penny now slips William
forward for a pass.
Oh no. Not this one —
Who brought Opie?
The kid looks over his shoulder. Who’s Opie?
He’s with us.
(hand blocking William)
He wasn’t with you.
Are you going to turn this into a
All of you can wait outside! Top of
I don’t want to cause a Thing. I’ll
(privately, to William)
I’ll go take care of this.
Sadly, they leave him behind. The thundering arena sound of
the collecting crowd, the p.a. system blasting Yes’
“Roundabout”… purposeful roadies carrying guitar cases…
the glimpse of backstage rock and roll… everything he wants
to be a part of is on the other side of this door. And then
it shuts. He stands alone.
At the top of the ramp, a tour bus unloads. It reads —
STILLWATER TOUR 73. Moving loudly out of the bus is the opening
band. This is Stillwater. Four road-weary band members, and
their road manager. Voices booming.
RUSSELL HAMMOND, 27, presses the buzzer with the nose of his
guitar-case. It’s obvious from moment one. This is the star
of the band, the charismatic one. He’s tired. They’re late.
William recognizes him instantly, as the guitarist stretches.
The buzzer goes unanswered. The kid is invisible to him, as
the others now arrive behind Russell.
Tour/band manager DICK ROSWELL, 27, follows, loudly banging on
the steel door. He has the flaxen-haired look of a former
hippie, but he carries the emblem of a real pro — the newest
silver Halliburton briefcase covered with backstage passes.
His direction is always – forward.
Let us in, we’re Stillwater! We’re on
William is surrounded by them now. They stand together under the
single lightbulb, familiar faces, a live-action album cover. JEFF
BEBE the singer, his shiny black hair hanging in sheets around his
head. ED VALLENCOURT the quiet drummer, his long arms hanging
limply at his sides. His is a face made for the background. LARRY
TURNER the compact bass-player. Dick now kicks at the door with
his foot, as William produces a copy of Creem Magazine.
Hi, I’m a journalist. I write for Creem
Once again, the magazine hangs there. He can’t give it away.
The enemy! A rock writer!
I’d like to interview you or someone
from the band.
(busy, running behind)
I’m sorry but could you please fuck
William blinks a little, takes it in stride. Russell sizes
him up, moving in the background.
Okay. Okay. I could do that.
You guys never listened to our records.
You’re all just frustrated musicians.
Do you know what your magazine SAID
about us? What was it – “the singer’s
incessant cater walling distracts From
an assault with no clear purpose.”
That was Rolling Stone.
Yeah. Okay. Fuck off anyway. We
play for fans, not critics.
Stung, William shrugs. It’s been a terrible night, but at
least thrillingly so.
Russell. Jeff. Ed. Larry.
(can’t help it)
I really love your band. I think the
song “Fever Dog” is a big step forward
for you guys. I think you guys
producing it yourselves, instead of
Glyn Johns, was the right thing to do.
And the guitar sound was incendiary.
(gestures with fist)
Way to go.
He turns and leaves, beginning his long trek back up the ramp.
Russell looks at the others. That kind of love is hard to
(good humored, yelling)
Well don’t stop there.
Yeah, come back here!! Keep going!
They wave him back, as the backstage door opens again. The
kid moves back down the ramp. They herd him in with them,
through the door. Scotty quickly spots the kid and squares
Russell notes the kid’s swirling emotional state, shoves him
Not this one.
He’s with us.
He’s not with you. He’s not with them.
He’s not on the list. He’s not coming
in. And this is my arena. And
Russel craves the confrontation and moves forward closer to
– have a good time tonight. Welcome
to San Diego.
27 INT. BACKSTAGE HALLWAY — NIGHT 27
The band moves quickly down the hallway, with William moving
to keep up. A young and grizzled red-haired roadie, RED DOG,
catches them on the way. The band swarms around him.
We’re playing here tomorrow night.
(aside, to the kid)
This is Red Dog, the Allman Brothers
Band’s number one roadie.
Russel clamps an arm around Red Dog’s neck.
How’re the guys?
Havin a ball, man. When we have a
party, we have an Allman Brothers Band
party. Everybody boogies. Everybody
gets off. It’s family, man. We all got
(flashes new mushroom tattoo
We’ll see you guys in Boston, right?
(specifically to Russell)
Dicky and Gregg send you their love.
Camera catches flash of envy on the face of Jeff Bebe, as
Stillwater sweeps forward into a small dressing room.
28 INT. DRESSING ROOM — NIGHT 28
Dressing room activity swirls around him, as William simply
listens. He holds a small microphone. His stoic look gives away
little of the full body rush he’s experiencing. As the other
band members drift across frame, Russell Hammond, a true rock and
roll believer, speaks as he straps on his guitar and gets ready
for the show. To the kid, every word is reckless gem.
… and it’s okay, because rock and
roll is a LIFESTYLE… and a way of
thinking and it’s not about money and
Some money would be nice.
Jeff sprays some shaving cream into his palm, and rubs it into
his scalp – poor man’s mousse.
– but it’s a voice that says here I
am… and FUCK YOU if you can’t
Russell smooths the strings of his guitar with a small cloth
from his guitar case. The kid notices all these close-up
details of rock.
And one of those people is gonna save the
world and that means that ROCK AND ROLL
CAN SAVE THE WORLD — all of us together.
The kid’s eyes dance. He checks to make sure he’s getting the
recording. He listens intently.
And the chicks are great.
But we didn’t do it for that! We are
here because we needed to fuckin be
here, not just ‘cause we needed to
away from Troy, Michigan, WHICH WE
DID… but what it all comes down to
is that thing. The Indefinable Thing,
when people catch something from your
music, the thing you put into it. I’m
talking about… what am I talking
THE BUZZ! And the chicks, the
whatever, is an off-shoot of THE BUZZ.
And like — you saying you liked “Fever
Dog?” That is the fucking buzz, man.
All we get are these fucking old-ass
interviewers who don’t understand,
don’t LISTEN, don’t appreciate why we
are here, which is the fuckin’ BUZZ.
William nods, holds his microphone steady. Russell tunes his
guitar, ripping through unamplified guitar licks as he speaks.
Jeff hustles to reclaim his own connection to the interviewer.
The next album will be even better.
But… it’s not what you put in, is
it? It’s what you leave out. Listen
to… listen to Marvin Gaye…
Russell’s face grows rapturous as he discusses this piece of
A song like “What’s Going On.” That
single “woo” at the end of the second
verse – you know that woo – that single
I know that, “woo.”
(he does it)
That’s what you remember. The silly
things, the little things… there’s
only one, and it makes the song. It’s
what you leave out. That’s rock and
William nods, says nothing, keeps the microphone pointed.
Activity surrounds him.
We used to talk more about this stuff.
Okay. See, this is maybe the most
honest we’ve ever been in an interview
because you know our music. You’re
the first press guy we’ve made friends
with. We don’t normally talk like
this to them. And you’re supposed to
be The Enemy! What are you – 18?
There you go. Still young enough to
(walkie talkie crackling)
Ten minutes ‘till showtime, anyone who
isn’t in the band — out!
Russell takes a last swig of beer. A roadie whisks his guitar
All this luggage is going to L.A.!
William is swept out in the chaos of the pre-show ritual,
past the pile of luggage by the door. It’s a colorful heap of
suitcases, featuring colorful laminated band tags, each with a
29 INT. BACKSTAGE STEPS — NIGHT — MINUTES LATER 29
William sits on the backstage steps, writing feverishly in his
notebook. Behind him, two steps higher, Penny Lane scoots
I found you a pass.
Thanks. I got in with Stillwater.
(as he writes)
The guitarist, Russel Hammond, he
just thoroughly opened up. He is by
far the best and most honest interview
I’ve ever done.
I’ve only done two, but you know.
He’s number one.
You’re learning. They’re much more
fun on the way up.
William nods, still scribbling. She eases down into place on
the step next to him. Her proximity cause him to look at
her, his eyebrows rising. She smooths them down with two single
PENNY LANE (cont’d)
How old are you?
How old are we really?
Actually I’m 16.
Me too. Isn’t it funny? The truth
just sounds Different.
You want to know how old I really am?
She looks upstairs, soaking in the sound of another band tuning
up. Music is her religion.
How did you get started in all this?
It’s a long story.
We live in the same city. We should
She takes his backstage pass form his shirt and puts it on his
thigh – the cooler location. Nearby, the dressing room door
opens, and the Stillwater exits. Excitement level rises as
they mass in the hallway with instruments. We hear the amped
voice of Russell growing nearer.
He approaches, as William stands. Penny watches, hanging out
of Russell’s eyesight.
Standing in the supercharged hallway, the kid is anxious to
introduce his new friends.
Russell, this is Penny Lane.
(stepping into view)
Penny Lane? Like the song, right?
Have we met?
And do not let go, for too long. There is history in their
shake. Their eyes tell all. Shot takes us to William, who
puts two and two together. It isn’t hard. They clearly know
each other. Well.
Well, I guess you’ve… you’ve met.
Penny Lane! God’s gift to rock and
roll!! You’re back!
Marc Bolan. Please.
Other band members pass, adjusting clothes for show time,
waiting in the hallway… and now singing the Beatles song
Come on, let’s go.
(noting kid’s shyness)
Both of you.
30 INT. BACKSTAGE — NIGHT 30
House lights go down. Cheers rise. Dick’s flashlight dances
on the ground just in front of them, guiding their way in the
dark to the stage steps.
– get in the huddle.
Russell pulls William into the band’s huddle.
SHOT LOOKING UP AT THEM
Their band ritual, psyching together, arms on each other’s
shoulders in a circle. They sing a dew lines of the classic
“Train Kept A-Rollin'” (or “Go See Cal” from the Cal Worthington
ad) They all touch feet, and then break, heading for the stage.
Russell directs Penny to his side of the stage. The kid follows.
Plugging in, still in darkness, Russell hits a practice chord —
thwack. He steps on effects pedal. Applause. (Adlib onstage
private patter, between members, goading each other — the stuff
no audience ever hears) Twenty feet away, Dick prepares to
address the crowd from the darkened stage. It is his favorite
moment of the evening, the highlight of his job.
From Troy, Michigan. Please welcome —
Light hits the stage, and the band launches into their opening
song, “If You Say Nothing.” Audience response is strong.
Shot lingers on the face of William as he soaks in the most
undeniably exciting moment of any concert, the first thirty
Jeff the singer grabs the microphone and launches into some
vocal pyrotechnics. Russell looks over to Penny and William,
at stage right, grinning, pretending to trip on his cord, an
elegant show-off move of a musician who is now where he
belongs… before seriously stepping forward for the first
guitar lead of the night. The kid looks over to see Penny
31 EXT. BACKSTAGE — NIGHT — LATER 31
Cases are shut and rolled toward the trucks. Stillwater heads
for their bus. Jeff the singer says goodbye to Estrella Starr,
like a sailor leaving port. Russell lingers behind, saying
goodbye to William, loading his own equipment. Black Sabbath
passes with entourage, heading to the stage.
So. You want to come up to L.A., we’ll
be at the “Riot House” all week.
“The Riot House?”
The Continental Hyatt House! It’s on
All the while, just over the kid’s shoulder, Russell scans the
backstage crowd of hangers-on. Looking perhaps for Penny Lane.
Let’s blow this burg!
Well tell your friend Miss Penny Lane
to Call Me. Tell her “It ain’t
California without her. We want her
around like last summer.” Say it
Oh, I’m under the name – Harry Houdini.
(exiting, to William)
The Enemy!! Yeah!! Come to L.A.,
we’ll take some more.
Russell joins Jeff, exiting and laughing. A good show is still
in the air.
Later Jeff! See you, Dick. Larry.
(and now the roadies)
Mick, Gregg, Red Dog, Scully, Frosty,
Estrella, The Wheel!
Laterrrr! We’ll see you down the
William is deliriously happy, hands upraised. He turns to see
Hey. Hey. Be cool.
You just missed Russell! He says he’s
at the “Riot House” all week and to call
him. He’s under the name Harry Houdini.
Do you know about the “Riot House?”
I think I’ve heard of it.
He had a message for you! He said,
“It’s not California without you. We
want you around like last summer.”
Actually he said “ain’t.” “It ain’t
California – ”
I get the gist.
How well do you guys know each other?
She smiles privately.
I got it. No problem. Long story.
Alright! I gotta go.
Elsewhere in the arena, Black Sabbath is performing “Sweet
Leaf.” The kid could care less. He has bonded with Stillwater.
He heads for the door. Penny walks with him. He’s loving it.
They pass a still-scowling Scotty, flashing passes, as they
exit out into the ramp area.
32 EXT. SPORTS ARENA — NIGHT 32
Penny takes out an eyeliner pencil, writes her number on the
back of his green notebook.
Call me if you need a rescue. We live
in the same city.
I think I live in a different world.
They stand in the night air. The parking lot is largely silent
now, save for the thudding bass sounds of Black Sabbath. In
the distance, we hear Elaine’s insistent whistle.
Speaking of the world. I’ve made a
(a very serious secret)
I’m going to live in Morocco for one
year. I need a new crowd.
He nods. He is a rapt audience for this flashy girl.
Do you want to come?
In the distance, we hear the family whistle growing louder.
It’s a plan. You’ve got to call me.
It’s all happening.
It’s all happening.
He nods cooly. He waits until she turns, and the sprints
through the parking lot, to the distant family whistle.
33 ON TAPE RECORDER 33
William’s fingers work the clunky keys, pressing rewind. We
hear a snippet of the intense and lively Stillwater interview,
full of overlapping and barely discernible voices.
Meticulously, he untangles the voices, especially Russell’s,
as he transcribes.
INT. WILLIAM’S BEDROOM – DAY
The work of a journalist, as William sits at his Smith-Corona
Galaxis. There is a knock at the window, and William scoots
back in his chair to see a familiar face. It is Darryl, his
sister’s old boyfriend. William opens the window.
Darryl climbs in the window, looks around the room that was
once the site of his previous glory.
So she’s a stewardess now.
Yeah. She and Mom are still sorta…
I’d say “not speaking,” but I don’t
know if they ever did.
Your sister. A stewardess.
(nods to himself)
The things your sister and I did inside
these four walls…
That’s okay. I don’t want to know.
It’s my room now.
We flew the friendly skies –
I don’t want to put you in the middle
of anything. We don’t have to talk
You seem cooler.
Yeah. I’m thinking about going to
Lemme know if you need a little help
with your Mom.
A little might not be enough.
She still freaks me out.
(nods, an old issue)
Go ahead and do what you were doing.
I just wanna hang in here for a moment.
William nods and continues his work, self-consciously, as Darryl
sits on his bed and soaks in the memories of the room. A long
moment passes. Darryl pats his thighs, and rises.
34 INT. LIVING ROOM — EVENING 34
William slips on corduroy jacket, over a tie-dyed shirt. Well,
it’s definitely a look. Mom appears more nervous than her
I worry about the drunk drivers.
Mom. I’m 15.
(beat, vague panic)
Yes, you’re 15. “And here’s that money
I owed you.”
She reaches in a small box near the door, gives him twenty
bucks. It’s their routine.
Your dad’s favorite joke. I don’t do
it as well.
I thought it was pretty good.
Keep the small bills on the outside.
And call me if anyone gets drunk.
I will call you if anyone
anywhere gets drunk.
(anticipating her, like a
And don’t take drugs.
Ha ha. Very funny. See — sense of
humor. Have fun at the dance. I’m
glad you’re making friends.
They move to the door, and he steadies her, as if to remind
her she’s not going. He opens the door. She’s a wreck, and
she knows it.
(loving but firm, as if to
He opens the door. Neil Young. “Sugar Mountain.” Watching
him leave is always a killer. She’s not getting any better at
it either. She folds her arms tightly across her chest.
35 EXT. WILLIAM’S HOUSE — NIGHT 35
Penny waist by her car, down the hill, sporting a different
more elegant look. She cups her hands and yells up to him.
He hikes down the hill, squishing down the water plants, almost
falling, the first time we’ve seen him happy in his own skin.
36 EXT. SUNSET BOULEVARD — LATER NIGHT 36
Miss Penny Lane’s yellow Vega makes the big swing onto Sunset
Boulevard. She sings along to the obscure words of Led
Zeppelin’s “Dancing Days.” William takes it all in from the
passenger seat. Huge billboards advertise not cigarettes or
beer, but albums. It’s a wondrous piece of geography for any
rock fan. Shot moves in as William, watches, takes it all in.
He moves his head outside the window to see fully. Her
windshield is cracked along the side.
The Continental Hyatt House. Also known
as The Riot House.
(does tour guide voice)
Every band stays here, all the ones
that matter. The Who. Zeppelin.
Alice. Bowie. English bands. American
bands. We all know each other. Twenty-
four hour room service. Like us, they
were outsiders. They were so outside,
they’re inside, and insiders never
even knew it, because they’re outsiders
and they are inside a place outsiders
will never be. And why are we even
talking about it? If you’re really an
insider, you’re never gonna say it.
You know what I mean?
(beat, working it out)
She makes a swift turn into a secret parking spot near the
And we’re not gonna hang out with
Russell. You can, but not me.
What is it with you and Russell?
37 EXT. SUNSET BOULEVARD — NIGHT 37
Neil Young and Crazy Horse’s “Cinnamon Girl” ricochets across
the Strip. It’s blasting from cars tuned into KMET. Penny
now wears her green faux-fur trimmed coat. She grabs William’s
hand, steadying her hat at the same time. They dart across
the busy street. She stumbles a little on her platforms. He
steadies his taller date. They are a good team as they pass
one of several humming tour busses parked out front.
38 INT. HYATT HOUSE LOBBY — NIGHT 38
Penny blasts into the Continental Hyatt House, William on her
arm. The lobby of this bastion of seventies rock is more alive
than most clubs. It’s a swirling mass of Roadies carrying
Halliburton briefcases plastered with tour stickers, mingling
Rockers, and more than a few Groupies with lower-ambitions and
taller-platforms than Penny Lane. The feeling is communal,
illicit, intoxicating. The secret community of rock. Penny
attracts a hailstorm of friends and comrades.
It’s all happening.
(grabbing him like a shield)
And I’m about to use you as protection.
ROADIE # 1
These guys are with Alice Cooper. I’m
going to pretend I don’t know them.
ENGLISH ROADIE # 2
Penny!! Does Alice know you’re here?
I’m just showing my very dear, very
wonderful friend around. He’s a very
important writer – he knows Lester
I’m responsible for his moral conduct
while he’s abroad.
ROADIE # 3
(arriving, mock drama)
Penny Lane!! God’s gift to rock and
(uses English accent)
And don’t argue with me!
ROADIE # 3
(moving, English accent)
Have we met?
Effortlessly touching an arm here and there, charming all –
she had four men suddenly circling her.
PENNY LANE (cont’d)
I’ve made a decision. I’m going to go
traveling in India. Then I’m going to
learn how to play the violin. Then
I’m going to go to college for one
William looks at her, perplexed and a little hurt. What about
ROADIE # 2
(exiting, not buying it)
There’s nothing they could teach you
in college, darling.
Call Alice. He’s under the name Bob
ROADIE # 1
I heard you were with Russell from
Please. I throw the little ones back.
Lusty laughs circle William. Overlapping this dialogue is the
appearance of our friend Polexia.
(in tears, in pieces,
Ian Hunter is a fucking asshole!
She hugs him like a long-lost friend, knocking the air out of
him. And now overlapping this action, appears Superfan RIC
NUNEZ, 14. His eyes are forever moist, but he’s oddly formal
and never feels worthy of the rockers he idolizes. Tonight he
wears a custom homemade t-shirt with iron-on block letters.
It features the four Led Zeppelin symbols and the words: “TO
BE A ROCK AND NOT TO ROLL.” A felt-tip pen is still in his
quivering hand. Nunez walks with them, backpedaling as he says:
It’s all happening. I just saw them
on the seventh floor! Mr. Jimmy Page…
Mr. John Paul Jones…
(displays squiggle on shirt)
Mr. Robert Plant signed my shirt in
the elevator!! Five minutes ago, he
touched this pen. Please don’t smear
it. And Bonzo’s gotta new motorcycle
in the hotel!
Ric is a Zeppelin fan.
Yeah, I picked that up.
He tours with them, but not “with”
They’re on the 12th floor, but there’s
guards there! So you gotta go to the
tenth floor and go up the back steps.
This is my very dear, very close, very
wonderful friend William Miller, he is
very close with Lester Bangs.
It’s all happening!! See you in
Ric rushes back to the elevators.
I’m retired! Doesn’t anybody believe
39 INT. HYATT HOUSE LOBBY PHONE — NIGHT — MINUTES LATER 39
Penny nearby as William picks up the house phone. He shouts
over the din.
Harry Houdini, please.
As he waits, he discreetly pockets the matches, hotel pad and
pencil next to the housephone.
40 INT. HALLWAY/RUSSELL’S HOTEL ROOM — NIGHT 40
William, Polexia and an ambivalent Penny walk the hallway,
looking for the room. William looks in the passing open doors,
each one a different window into another world.
Okay. Time to put on the lampshade.
Up ahead, the door to their smallish hotel room is open.
Inside, a band party in full swing. A clunky early-model boom
box segues from James Brown’s “Make It Funky” to Led Zeppelin’s
“Gallows Pole.” Russell Hammond is the center of this party,
jabbing out the chords, playing along on guitar. Much singing
echoes all around. It’s a hotel-room Hootenanny, and all
members of the band are present. Penny Lane takes a breath
and enters, with arms extended and pointing in opposite
directions. She does a flawless stewardess imitation, with
proper hand gestures, to a loud party ovation.
PENNY LANE (cont’d)
“Ladies and Gentlemen. Please
extinguish all smoking materials and
notice that the captain has turned on
The No Smoking sign. Your seat and
tray tables should be locked in their
full and upright positions.”
PENNY!! PENNY LANE!!
She is instantly and overwhelmingly, the life of this party.
Russell joins William.
(impressed to see him)
(happy to be there)
Russell places a beer in William’s hands, and exits.
“In the unlikely event of a water
landing, the seat below you will serve
as a -”
Oh, the hell with it.
They all applaud her, laughing. William watches her with
wonder, as she turns his way and winks. Jeff approaches the
alluring Polexia, and goes to get her a beer. Meanwhile,
Polexia sidles up to William. She sees him watching Penny at
the other side of the room.
Act One, in which she pretends she
doesn’t care about him.
POV shot travels to Russell, strumming the guitar that is always
a part of his body. Russell is watching Penny Lane
Act Two, in which he pretends he doesn’t
care… and goes right for her.
Russell moves towards Penny.
Act Three, in which it all plays out
the way she planned it. She’ll eat
We’ve got to stop them.
Stop them? You were her excuse for
I need ice!
Penny disappears out the door, across the hallway. Russell
follows a moment later. The kid’s eyebrows rise. Polexia
regards the kid with affection, adjusting his collar and peeling
a hair off his jacket.
I just worry about people using her.
You know? ‘Cause she brings out the
good side in everybody else, but what
do they do for her? Life kills me.
Do you have any pot?
Not on me.
Do you smoke?
(attempting to fit in)
But I… I grow it. I grow it.
Polexia looks at the kid, laughing at his poor job of lying.
You’re funny. You know, if you were
only taller, English, rich, a guitar-
player and older…
I’d be someone else.
Yeah. Good point.
Jeff appears with her beer, and she whispers in the kid’s ear
before she exits with Jeff Bebe.
Bless me father for I may sin tonight.
The kid watches, as the boom box plays an obscure favorite of
Russell’s, Eddie Giles’ “Losin’ Boy.” There is the sound of a
motorcycle somewhere down the hallway.
41 INT. ICE ROOM — NIGHT 41
The ice machine makes new cubes with a grinding noise. Penny
puts ice in her glass. Behind her, Russell moves into frame,
hands delicately riding the sides of her body. A motorcycle
roars by, just outside the door, as Penny moves away from
Russell’s exploring hands.
(with real indignation)
How does it end?
You know – the story about the girl
who dumps the guy who has an ex-ex
wife — the one we don’t talk about —
and gets a hundred… okay, five letters
from him, and then doesn’t even leave
a pass in San Diego. Wake up! I’m
retired and I never believed you anyway.
You’re too talented and too good-looking
to be trusted and everybody knows it.
(smiling, loves it)
You’re retired like Frank Sinatra is
She makes a scoffing noise. He moves to the ice machine, with
a glass of his own.
Miss Penny Lane. Let me tell you what
rock and Roll will miss the day you
He tosses cubes in his glass, one by one. After the first cube:
The way you turn a hotel room into a
The way you pick up strays wherever
you go. Like Pied Piper.
The way you know the words to every
song. Every song. Especially the bad
ones. Mostly the bad ones.
That green coat in the middle of summer.
The real name you won’t reveal.
And. I’d keep going, but my glass if
He kisses her powerfully, hands at his sides. She fights to
keep her hands off him. Bonham’s motorcycle rips by, just
outside the door.
Come to Arizona.
We leave Thursday morning. 9 AM. And
pack light this time. Jesus.
They kiss. The motorcycle speeds by again, just outside.
42 INT. HALLWAY — NIGHT 42
The hallways are crowded, as William looks at the closed door
of the ice room. He leans against the wall, alone now. Trying
to look like he belongs. Behind him, most of the band has
disappeared into other rooms, leaving only hangers-on in their
43 INT. ROLLING STONE MAGAZINE — DAY 43
Music. We pan across cubicles bustling with laid-back fervor.
These are the San Francisco-based main offices of Rolling Stone
Magazine. We have arrived for the waning days that this
magazine could still be called, with a straight-face, an
“underground” publication. Their mounting success crowds the
edges of every frame. Camera catches the Annie Leibowitz
portraits that hang on the walls — Lennon, Jagger, Rod Stewart,
We find editor BEN FONG-TORRES, 29, in his cramped cubicle.
Sitting nearby is curly-haired and mustachioed Star Staff
writer, DAVID FELTON, 32, who smokes his cigarettes with a long
holder. Felton reads one of William’s articles, chuckling.
INT. WILLIAM’S BEDROOM — DAY
William is on the phone in his own small room.
This is he.
Crazy. William, this is Ben Fong-
Torres. I’m the music editor at Rolling
Stone Magazine. We’ve got a copy of
your stories from the San Diego Door.
This is the same William Miller?
William instantly, nervously alters his voice to sound older.
Yes it is.
(rifling through tearsheets)
Voice of God, howling dogs, the spirit
of rock And roll… this is good solid
You should be writing for us. Any
(voice now to deep)
How about Stillwater?
Crazy. New album… their third…
starting to do something.
Ben shuffles through papers, looking for a tour itinerary on
his promotional-material laden-desk, automatically plotting
the piece aloud.
Stillwater. Hard-working band makes
good. Get ‘em to respond to the critics
who dismissed the first two albums as
workmanlike. Guitarist is the clear star
of the band. Crazy. Let’s do three-
thousand words. You’ll catch up to them
on the road. We’ll set up billing —
don’t let the band pay for anything.
We can only pay — lemme see, three-
thousand words — seven hundred dollars.
The kid’s eyes widen.
Alright, a grand. What’s your
background? You a journalism major?
What college —
INT. ELAINE’S HOUSE — CONTINUOUS
Elaine now gets on the extension.
Honey, I need you to do that thing
that fixes the garbage disposal —
She hangs up.
INT. WILLIAM’S BEDROOM — CONTINUOUS
The kid is paralyzed.
Well, I know how my lady gets when I
don’t Snap to it –
Crazy! I’ll let you go. Call me at
the San Francisco office tomorrow.
44 INT. LESTER BANGS HOME — LATE NIGHT 44
The great Lester Bangs stands in the promotional album-clogged
bedroom of his Birmingham, Michigan, home/office at Creem
Magazine. There is nothing in frame that does not deal with
music. In the background, a scratchy and chaotic Coltrane
Beware Rolling Stone Magazine. They
will change your story, they’ll re-
write it and turn it into swill.
But besides that, what would be wrong
You have starry eyes, my friend.
Look. Do the story. It’s a good break
for ya. But remember this —
The kid listens intently, and makes notes.
LESTER BANGS (cont’d)
… don’t do it to make friends with
people who are trying to use you to
further the big business desire to
glorify worthless rock stars like
Stillwater. And don’t let those swill
merchants re-write you.
… swill merchants…
Now. What are you listening to?
45 EXT. TEACHER’S LOUNGE — DAY 45
William knocks on the teacher’s lounge door. A Teacher answers,
protective of their sanctuary.
I need to talk to Mrs. Deegan, from
Mrs. Deegan appears in the doorway.
46 EXT. WILLIAM’S HOME — LATE AFTERNOON 46
The sun is still shining. It’s late afternoon, as Elaine Miller
exits her car and arrives home. She sees a few extra cars in
the driveway, is immediately suspicious.
47 INT. LIVING ROOM — LATE AFTERNOON 47
Elaine arrives to find William, Mrs. Deegan and Darryl awaiting
her in the living room. It’s a 1973-style intervention. They
wear sunny, compassionate smiles.
Whatever it is, the answer is no.
Elaine, we need to talk to you.
Nothing is wrong. I am a teacher.
You’re a teacher. We speak the same
Mom sits down. She is fully engaged and worried, her natural
MRS. DEEGAN (cont’d)
Now I’m not a jump-up-and-down person,
but something wondrous has happened to
William. And you have every reason to
… and calm.
Carefully gauging Elaine’s face, the teacher continues.
MRS. DEEGAN (cont’d)
William has been gifted with a shining
opportunity in the world of journalism.
Through a love of music, and at an
oddly-young age, he has received a major
assignment from a national publication
called Rolling Stone Magazine.
Mrs. Deegan produces a copy, and places it on Elaine’s lap.
It sits there like the plague.
MRS. DEEGAN (cont’d)
Now you are rather famously not a fan
of rock music, but such are the ironies
of life, that happens to be the very
topic of William’s assignment –
– rock music. A band.
(warily, to Darryl)
Honey, what are you doing here?
Mom looks evenly at her son, seated opposite her in this small
Well. It’s a great opportunity. He’ll
be well-paid, and published nationally —
— and he’ll go on tour with a rock
band for four days. No small planes…
he travels on a bus.
Is it time for me to say something?
And in anticipation of that response –
— William has prepared —
“Lo, that which I have feared has come
“He who jealously guards his fears,
quietly yearns to bring them about!”
Mrs. Deegan admires their high-strung intellectual parrying,
makes an impressed noise.
No. I have raised him to be an honor
student, which he is. We have agreed
on all our goals. We raised him to be
a lawyer, we moved here to be near the
finest law school in the West. Plus,
he has finals coming up, and in one
week he graduates with all his friends
He’s got no friends!!
Nearby, having anticipated all of the above, William nods to
Mrs. Deegan, and stands.
Elaine, may I present to you… your
William takes a lawyerly stroll, turns to face his mom.
Lady of the Jury.
I wish to disprove the prevailing false
belief that rock music is based on drugs
and sex. True, perhaps at one time…
but rock music is different now. It is
now performed by hard-working
intellectuals, with… with blazing
intellectual pursuits, and I am going to
play for you a piece of music designed
to show you that my thesis is correct.
This is going to be hell.
Across the room, Darryl takes his position near the stereo.
The song is based on the literature of
Tolkien… and it’s mystical attempt
to elevate humanity has been successful
throughout the world… this song
will change your life.
Mom stifles a cough. William nods to Darryl, who reverentially
drops the needle with a thud. Mom is trapped, as we listen to
silent static… and then… the opening notes of Led Zeppelin’s
“Stairway to Heaven.” William gives his Mother the album
cover’s inner-sleeve with lyrics.
We ask you only to listen.
Camera passes across their serious and expectant faces. The
intro in not short. We listen, just watching their faces, as
Elaine becomes increasingly impatient.
When is it going to start – Soon.
Immediately, overlapping, the vocal begins. (“There’s a lady
who’s sure all that glitters is gold.”)
48 SUN MOVING SLOWLY ACROSS THE SKY 48
Sprinklers click across the lawns. (“… and it makes me
49 INT. LIVING ROOM — AFTERNOON 49
Mom adjust herself in the chair, listens politely, checks her
watch. She looks at William.
50 EXT. HOME – AFTERNOON 50
Sprinklers continue. (“If there’s a bustle in your hedgerow…
51 INT. LIVING ROOM — AFTERNOON 51
Mom listens fitfully. The song continues.
52 EXT. HOUSE — STILL LATER AFTERNOON 52
Sprinklers shut off. Music is now blasting. (“To be a rock,
and not to roll… “)
53 INT. LIVING ROOM – LATER AFTERNOON 53
Mom’s face remains stoic to the bitter end. (“… and she’s
buying the Stairway to Heaven.”) The song ends. Silence.
All look to Elaine. They wait on her response. We hear the
turntable arm return to its cradle.
What am I supposed to say? You say
it’s Tolkien, fine. They sound like
nice kids. Is it meant to elevate
humanity? “Sure, let’s elevate
humanity. After we sell you drugs and
sex.” All I have is my honesty. That’s
what I believe, and that’s what I know.
(flipping through magazine)
Oh. Here’s a nice ad.
She holds up the magazine. And ad reads, in large bold type:
BUY THIS FUCKING ALBUM.
You’ve clearly ganged up on me, and I
still say no. No no no no no no no.
She shuts her eyes, and blurts out something against her better
NO MORE THAN FOUR DAYS AND I WANT A
PHONE NUMBER FOR WHERE YOU ARE EVERY
MINUTE AND I WANT YOU TO CALL ME TWICE
A DAY AND YOU’D BETTER NOT MISS ONE
TEST – AND NO DRUGS.
William nods gratefully, and exits frame. Hold on the empty
chair, as drums herald the beginning of the Allman Brothers
Band’s “Trouble No More” from Live at Fillmore East.
SHOT MOVES IN ON ELAINE
who feels a very particular kind of loneliness. It’s the
loneliness she got married, and then raised a family, to escape.
54 INT. STILLWATER TOUR BUS — DAY 54
An empty Heineken beer bottle rolls up and down the aisle,
taking us to William. William picks up the bottle and places
it in the seat back pocket in front of him. He has joined the
circus, and the feeling of being here is a lot more lonely and
forbidding than he expected. The bus struggles to make it up
the hill, back rows shuddering loudly, as music continues.
C’mon, Doris! Darling Bus. You can
55 EXT. NEVADA DESERT HIGHWAY — DAY 55
The Stillwater Tour Bus rumbles down the desert highway. The
destination banner reads – ALMOST FAMOUS — TOUR 73. Music
56 INT. BUS – DAY 56
William strains for a look at Russell five rows up. He plays
slide guitar, working out a part. Next to Russell is Penny
Lane. Penny raises an early-model Polaroid camera and – flash
– takes a picture of a nearby sleeping Jeff Bebe.
Jeff grumbles from the depths of a hangover. Penny stuffs the
shot in her pocket. William watches, his private heart pounds.
Polexia appears and sits next to him, noticing his shyness.
Do you have any pot?
No. I’m a journalist.
Well, go do your job then. You’re on
the road, man. It’s all happening! Get
in there. Go talk to ‘em!
Challenged, William rises and approaches Russell. He fixes
the charismatic guitarist in his sights. Shot takes him down
the aisle to the jamming star guitarist. He crouches in the
aisle and talks to Russell who immediately seems moody. His
mood is in the air.
Russell. Do you think we might be
able to find some time to talk when we
get to Phoenix? I want to interview
everyone separately… and I felt we’d
start with you and me.
Nearby, Jeff now listens in, feeling immediately jealous.
Russell turns away. The kid squats uncomfortably in the aisle,
Because I’ve got a thing in a couple
It’s a… thing where… uhm… you go
there to graduate. School.
I never graduated. And look what
happened. You’re here interviewing me.
Good point. Laughs from everybody listening nearby. It’s a
good line. William makes a quick jot in his notebook.
No no no. Don’t put that in Rolling
Stone. My bio says I graduated. We’ll
come up with something better later.
Just enjoy the ride.
Russell eyes the notebook suspiciously before turning away.
Penny notices William’s discomfort, laughing warmly, all while
grabbing a Coke and giving one to nearby bassist Larry.
How did you know I was thirsty?
He didn’t even realize he was thirsty, but he is. He nods
thanks to Penny, the perfect road companion for all. And then
Penny gives the other Coke, her Coke, to William. He accepts
it too, and starts back to his seat. He’s been blown off, and
he knows it, but before he exits Penny grabs his arm and
whispers in his ear:
I may need to stay in your room tonight.
Russell’s in a bad mood. He’s very
Bob Dylan in Don’t Look Back today.
He’s trying to write.
William nods cooly — they are comrades — and returns to his
seat. A large joint passes in front of him, across him, to
Polexia, as everyone cheers Doris the Bus rumbling up another
A wall of pot smoke is exhaled, right into his face. It
surrounds him like a cloud. The bus shudders, as Russell
continues playing slide up ahead.
57 INT. WILLIAM’S LIVING ROOM – NIGHT 57
Elaine sits in her living room, filled with her books. Large
Department store photos of her children on the wall. She feels
her own loneliness, and his too, as she dials a phone number.
Has William Miller arrived yet? He
hasn’t. Could you give him a message
as soon as you see him? –
58 INT. BUS — NIGHT 58
Several hours later on this ride. Outside, night and desert.
Inside, a few cigarettes, a joint of two glow in the darkness
of the bus. The end of the Led Zeppelin classic “Whole Lotta
Love” plays from the bus stereo, full blast. Everybody is
free and anonymous in the dark. They sing at full-volume.
William looks out the window in wonder.
“Way down inside… (woman)
woman… you need… ”
The ten-ton guitar chord of Jimmy Page.
John Bonham’s drums thunder through the bus, everybody still
singing as they dip down into the city ahead, Phoenix. William
watches the living documentary around him. He writes furiously
in the green notebook, scribbling in the dark, trying to steady
his writing on the bumpy bus. Behind him, someone is beating
along to the song on his seat. He never want to leave this world.
59 INT. ARIZONA RAMADA INN LOBBY — NIGHT 59
All enter the lobby like warriors, in a pack. The hotel chairs
are spotted with curious hangers-on, decked out and lounging.
Dick is already stationed, as always, at the front desk. The
sad state of hotel service grates on a road dog like Dick. He
is forever teaching others their jobs.
Jeff, Tony… Keys… keys… keys…
(re: luggage, to hotel
If it doesn’t have a number on it, it
He gives key and a stack of messages to Russell, and turns to
William who he makes feel more important. Penny is nearby with
her suitcase and tackle box purse. William watches Russell’s
guitars whisked away – they are luggage-numbered 1, 3, and 4.
The Enemy! Here you go, here’s the key to
your palatial suite, room list, plus let me
give you a luggage tag. You’re Number 42.
Is this Mr. Miller? You have a message
She’s a handful.
William cooly takes the folded message, doesn’t look at it,
and tries to pretend this embarrassing moment didn’t happen.
Jeff exchanges a look with Russell. Nearby, the walking
commotion arrives, clacking through the lobby. It’s Sapphire.
Last night’s clothes are now today’s. She holds a travel case,
and hanger with some odd blouses.
Finally, you’re here!! They kicked me
out of my room! Fuck Ozzy!
She hugs Penny Lane. Estrella appears, happy to have help
who approaches William.
Come by in a few minutes. We’ll do
The kid exits and goes to join Penny, who is still comforting
Sapphire. Russell looks through his messages. The guitar,
now in a case, never leaves his hand. Jeff Bebe approaches,
regarding William standing with Penny and the girls. Intrigue
is swirling in the lobby.
I’m worried, man.
Naw, we can trust him. He’s a fan.
But it’s Rolling Stone. He looks
harmless, but he does represent the
magazine that trashed Eric Clapton,
broke up Cream, ripped Led Zeppelin,
and wrote that lame story about the
Allman Brothers Band that bummed Duane
out before he died. Don’t forget the
Rules. This little shit is the Enemy.
He writes what he sees.
But it would be cool to be on the cover.
Leave it to me. We’ll get a good story.
Plus our girlfriends read this magazine
(looking at Band-aids)
— you know.
You made your point. I’ll take to
ON WILLIAM BY ELEVATOR
Penny speaks confidentially to him. If she is slightly bossy,
it is only because she’s good at logistics, emotional and
Can Sapphire stay in your room tonight?
She had a big fight with Ozzy, and
Polexia’s not working out with Jeff
(to Sapphire and Polexia)
You just have to remember… these
guys are jealous, insecure, talented,
egocentric, and manipulative geniuses…
they’re lead-singers. They can say
“I love you” to 20,000 people… but
any fewer is a real problem.
(girls nod, comforted, she
continues to the kid)
Jeff Bebe has so much jealousy over
Russell that he can’t express. Plus,
he never slept last night. You keep
Sapphire and I’ll stay with Russell.
William covers his disappointment over losing Penny as a
Sure. I’ll take her.
Estrella arrives with travel bag, equally homeless, looking
If there’s room –
Penny squeezes him. He feels cool… but the girl he really
wanted to stay in his room now joins Russell, disappearing
into the elevator. He looks down at the message in his hand,
and opens it.
It reads: DON’T TAKE DRUGS! He snaps it closed quickly, before
anyone can see.
59A IN. RUSSELL’s ROOM — NIGHT 59A
Russell plays acoustic guitar, a notebook cradled on his lap.
Trying to write. It’s coming slowly. Shot moves off him,
past a flickering television, onto Penny who silently and
intently watches Russell as if he’s a rare and beautiful bird.
He looks over at her – she turns away quickly. He goes back
to work. Tries to catch her watching him again. She turns
away just in time.
60 INT. WILLIAM’S HOTEL ROOM — NIGHT 60
Stillwater’s “Fever Dog” plays from the t.v. radio. William
on the bed, a thick local phone book on his lap. His hotel
room. He watches self-consciously as the girls go about the
ritual of inhabiting a room on the road. Sapphire flutters a
paisley scarf over the room lamp. Polexia puts a towel along
the crack of the door, blows out the glowing embers on too-
many sticks of incense, and moves to the phone. Estrella has
joined them as well, complete with a bag full of shoes.
Instantly, we have atmosphere and not much room left in this,
the smallest room in the hotel. William thumbs through the
phone book with fascination.
All these people.
(wondrous, off phone book)
And they all live in Phoenix.
Hi Dad!! I can’t talk long! I’m here in
Paris. I’m staying in another Youth Hostel
with no phone and no address for mail!!
(still wondrous, from phone
(emerging from bathroom)
I was the one who told him what to
tattoo on his fingers, I was the one
who made his shirts… I was there
when his wife left him.
Charles. C. Swoop.
I CAN SEE THE EIFFELL TOWER. DO YOU
KNOW THERE ARE 578 STEPS TO THE TOP?
She’s reading from a European tour book.
Paul and Debbie Finger.
(looking out window)
Oh my God. Simon Kirke of Bad Company
is by the pool.
The girls mobilize by the window. William is increasingly
aware that he is an outsider in his own tiny room. He tries
to organize his stuff in the corner.
I GOTTA GO! I’LL CALL FROM ROME!
Is anybody here as worried about Penny
and Russell as I am?
(the perfect daughter)
AND HAPPY BIRTHDAY TO MAGGIE!!
I LOVE YOU!!
She winks at William, who looks away.
(to Polexia and William)
Ooo, watch out – whoever you look at
when you say that – that’s who you
Polexia hands up and throws a pillow at Sapphire, the kid
watches these girls like a tennis match.
60A IN. PENNY AND RUSSELL’S ROOM – SAME TIME 60A
Russell puts down his guitar.
You know. We should talk about what
we don’t talk about.
We don’t have to.
No, I – I went to Catholic school. I
believe in guilt and… you know, if
there’s any to be had, I pretty much
want to roll around in it.
I don’t believe in attachments. No
boundaries. Just the music.
I’m just saying, it’s okay to talk
Penny stands and turns. She speaks the word.
Russell nods. The name is out in the open.
Leslie. Leslie. Leslie. Leslie.
Leslie. Leslie. Leslie. Leslie.
Alright – now we’re talking.
But she continues, saying the name in a multitude of different
ways, in different accents, and with different degrees of
indifference and passion and lust and play-acting and mock-
PUSH IN ON HIS FACE
As he listens and studies this ethereal creature for meaning.
Is she mocking him? In love with him? Taunting him? Seducing
Leslie. Leslie. Leslie. Lesssssslie.
Leslie. Leslie. Leslie. Leslie.
Leslie. Leslie. Leslie. Leslie.
She continues saying it until it no longer has meaning. And
finally she sits next to him.
Now. Have I helped you get that off
60B INT. WILLIAM’S HOTEL ROOM – SAME TIME 60B
The girls continue their settling-in process.
Opie, can I order room service?
The nickname “Opie” re-opens a nagging wound. Polexia hangs
up, and begins to dial again.
Okay. You guys. Wait. Put down the
(she does, sadly)
First, this is my room…
Come on, you’re a fan like us. You’re
on our side of the line.
Second. I’m not Opie. Alright? Opie
is a little boy. I’m here to do a
job. I am a professional.
(flipping luggage tag)
Ooooooo, sorry, Mr. 42.
(has their attention now)
… this phone is a big, big deal. In
a minute, I have to go interview
Russell. Do not answer this phone if it
rings. I have family members with
severe anxiety Problems. She will not
But what if Ozzy calls Sapphire? And
I gave Jimmy Page this number.
Or a guy who looked like Jimmy Page.
William looks at their troubled faces, full of too much-longing
and too much make-up.
Okay. I have a solution. Answer the
phone. But if anyone without an English
accent is on the phone…
Just hang up. Or say it’s the wrong
They nod. It’s a good plan.
61 EXT. HALLWAY — NIGHT 61
The hanging sign on the door reads: DO NOT DISTURB. William
knocks on Russell’s door. A maid pushes up against him with
her cart, which now blocks the hallway.
SHOULD I COME BY LATER?
A group of golf conventioneers are now trapped behind the maid
cart. They ease past William as he negotiates with Russell
through the door.
YES, I’M IN TOO TRUTHFUL A MOOD!
MAYBE THAT’S A GOOD THING!!
I’LL SEE YOU AT THE RADIO INTERVIEW
LATER!! TEN-THIRTY IN THE LOBBY.
We hear Penny’s giggle. Then the door opens, and it’s Penny
looking ravishing. In the background, Russell sits shirtless
at the table. He playfully pelts the kid with crumpled up
wads of hotel stationery.
Don’t worry. Some to the radio
No, I’m fine. I’ll just interview
Jeff Bebe some more.
(as in “you’re on of us”)
She shuts the door quickly. It hurts a little. He picks up
the wadded pieces of paper, stuffs them in his pocket. He
leaves the door and helps himself to some soap and pencils and
matches from the nearby maid’s cart. Then he returns to
Russell’s door. He can’t help but listen to the muffled sounds
of laughter, just for a moment, escalating. He flips the sign
over: HOUSEKEEPING PLEASE ENTER – CLEAN ROOM.
62 INT. OUTER RADIO STATION – NIGHT 62
Humble Pie. “Thirty Days in the Hole.” Russell and band enter
the radio station, passing through the now-empty front office.
As always, Russell sets the tone. He’s feeling good.
Stillwater takes over — they feel mighty, like the Beetles,
as they climb across chairs, rearrange wall hangings and gold
records and head down the small hallway to the control room
interview. Rolling with the flow are William and Penny in her
green coat. He tries to distance himself from her — still a
little stung by the earlier hallway rebuff — but she will
have none of it. She privately shares every great passing
moment with him. He tries not to succumb to these charms.
It’s hard. Music segues to Stillwater’s own “Fever Dog.”
63 INT. RADIO CONTROL ROOM – NIGHT 63
Stillwater’s own record spins, and it sounds good to everyone
in this room. Russell takes a seat near the open mike. Jeff
Bebe is quick to take the other seat, arranging himself to be
just as close to the microphone as Russell. William watches
all as he sits at the dark back of this control booth.
Stillwater sits with late-night progressive disc-jockey QUINCE
Quince takes a long hit from a joint and does not pass it.
The entire Stillwater band is now collected in the studio and
ready for the interview. William can’t avoid looking at Penny
Lane, who looks great tonight. She catches him, and he barely
looks away in time. Polexia, newly reconciled with Jeff,
notices. The very mellow disc-jockey eases up to the
microphone, as the finale of “Fever Dog” is just ending.
The guitar of Russell Hammond. “Fever
Dog”… The band is Stillwater.
Watch with your mind as they
Band members gets closer to the microphone, preparing to speak.
Quince lowers his head, shutting his eyes and getting into the
music as the song plays out.
64 INT. HOTEL ROOM — NIGHT 64
The phone rings. Estrella answers.
INT. ROLLING STONE OFFICE — NIGHT
Ben Fong-Torres is calling from Rolling Stone.
Can I please speak to him? This is
Ben Fong-Torres at Rolling Stone.
Estrella panics, hangs up quickly, as if the phone has just
I think I just messed up!
65 INT. RADIO STATION — NIGHT — SAME TIME 65
Quince raises his head and continues on-the-air. The same
song is still ending.
Look at the dogs, wearing the funny
hats. Juggling just for you. Freaks
Penny shoots William a look. Do you believe this guy?
It’s Quince, with Stillwater. Here.
Live. It’s the Night Circus.
The band scoots closer to the microphone, ready to talk. Quince
continues, looking meaningfully at the band. They are
waiting… eager for a chance to speak.
Every minute a baby is born somewhere..
Life. Death. Hermetically sealed
bags of human emotion. Bags of love…
bags of kindness?
How’d you get together?
As Jeff eagerly speaks, Quince lowers his head and listens…
feels… the words of his guests.
Well… not to get into a “me” thing…
this is Jeff talking… but I did start
the band, some time, actually, ago.
This is back when we were the Jeff
Bebe band, and I placed an ad in a
magazine called Peaches looking for a
guitarist and Russell Hammond answered.
Quince nods, head bowed, swaying slowly.
(with deep understanding)
Jeff watches Quince’s head lower. It’s hard to know when to
talk with Quince. The depth of his mellowness is tough to get
in rhythm with.
I think he was a gift from God,
actually. Nobody plays like Russell
Well, shit. Thank you.
He instantly realizes he’s slipped, on the air.
Ooops. Better hit the delay button.
All eyes turn to Quince, whose head stays down, grooving to
some inner beat. He says nothing. The band looks at each
other. We become increasingly aware that Quince may now be
asleep. Long silence. William shares an amazed look with
Penny. Quince is definitely asleep. Russell leans forward
and continues talking quietly, with hilarious sincerity.
Okay – we’re talking now, right? Why
the fuck do you wait until and interview
in Arizona to say something nice about
me. Why don’t you say it to my fucking
face sometime? Because I tell you
every time I think you nailed something.
Everybody pays you compliments. It’s
not my fucking job to kiss your fucking
ass all the time.
Well then who’s fucking job is it?
Because my ass is dying for a kiss.
And I know yours is too.
It’s my fucking job. You’re all
geniuses. And let me just add this
thought – smegma.
Penny covers her mouth as offers a look of absurdity to William.
He offers one back, as laughs are stifled throughout the room.
William shares a look. Quince is still deeply asleep, as the
usually quiet tony leans forward to speak.
He cracks himself up, silently. Quince snaps awake, fully in-
The dong is called “Love Thing.” Your
mind is Starting to take effect.
They’re all here to see you swallow
fire. You scream soundlessly… on the
Night Circus. It’s Quince, with
“Love Thing” takes over, as Quince swivels in the chair.
I thought that went well.
66 INT. RENTAL CAR — NIGHT 66
Adrenalized laughter. The whole band is crammed into a medium-
sized rental car. Penny half on William’s lap, half on
See, this is what nobody writes about!
The in-between times! This! Us!
67 INT. WILLIAM’S HOTEL ROOM 67
The phone is ringing. Estrella emerges from the bathroom with
no make-up and a t-shirt. She picks up the phone. Across the
room, Sapphire signs for room service. Now she is far too
made-up. The t.v. radio plays Free’s “Fire and Water” in the
INT. WILLIAM’S HOUSE — NIGHT
It’s Mom on the phone.
(measured, very proper)
May I speak with William please?
He’s not here. I think he’s in the
bar with the Band. They just got back
from the radio station. Is this Maryann
with the pot?
No this isn’t Maryann with the pot.
This is Elaine… his Mother.
Estrella physically recoils.
I thought you were English.
Could you please give him a message?
Could you tell him to call home
immediately? And could you also tell
(at full power)
I know what’s going on.
Alright. Okay. But I’m just going to
say this, and I’m going to stand by
(can’t help herself)
You should be really proud of him.
‘Cause I know guys… and I’ll bet you
do too. And he respects women, and he
likes women, and let’s just pause and
appreciate a man like that. You
created him out of thin air, and you
raised him right, and we’re all looking
out for him. And that’s more than
I’ve ever said to my own parents, so
there you go.
This is the maid speaking, by the way.
68 INT. HOTEL LOBBY — NIGHT 68
Russell and William sit in two large red-leatherette seats in
the hotel lobby. William shuffles through many pages of
questions written in small script. His tape recorder microphone
sits balanced on the chair.
Now that you’re starting to be
successful, you had twenty-six years
to write your first Album… and you’ll
have maybe four months for the second.
Do you worry that the pressure of the
business will get in the way of the
original joy of making your music? Or
Russell blinks. The all-consuming issues of his life are right
in front of him.
I need three more beers and my guitar
before I can answer that question.
Let’s take a walk.
69 EXT. HOTEL POOL AREA – NIGHT 69
Russell walks the outskirts of the pool area with William.
William follows him through the sliding glass door to his room,
facing the pool. Russell grabs his guitar. They stand for a
moment, unheard by the others, and regard the living portrait
twenty yards in front of them. The off-limits after-hours
pool area has been overtaken by the Stillwater tour members.
Jeff Bebe sits in a chair nearby. Dick laughs at a joke.
Always the life of the party, Penny Lane dispenses stolen towels
from a maid cart. And she is the first to slip into the pool
for some after-hours, against-the-rules swimming. Effortlessly,
she turns a collection of people into a party. They regard
her, well out of earshot of the others.
For a minute I thought you were actually
a real journalist… which is… you
know, it’s great.
Shut that thing off, and I’ll tell you
William shuts his tape recorder off.
Look. I trust you. I’m going to lay
this right on you. Just make us look
I will quote you warmly and accurately.
That’s what I’m worried about. See –
some of us have girlfriends back home.
Some of us have wives. And… some of
the people you meet on the road are
really amazing people…
They both watch Penny Lane, sparkling, fresh from the pool.
She places hotel furniture into the shallow end and inviting
all, even other curious hotel guests, to join them in the pool.
Like you. And some of the things that
happen are good for just a few people
to know about – as opposed to, say, a
Dawn is breaking for William.
Ohhhh. Oh. Yeah.
You know what I mean?
See, you’re dangerous. Most people
are just waiting to talk, but you
So your question you asked me. I think
about It every fucking night. The
“business.” I hate it!
I grew up with these guys, okay? I
can’t play all that I can play, I’m
past these musicians, do you understand?
The more popular we get, the more I
can’t walk on them, the bigger their
houses get, the more pressure… you
forget, man. You forget what it was
like to be real, to be a fan. You can
hear it in a lot of bands who’ve been
successful – it doesn’t sound like
music anymore. It sounds like…
like lifestyle maintenance.
I used to be able to hear the sounds
of the world. Everything, to me, used
to sound like music. Everything. Now
I don’t hear it. You know what I’m
trying to say?
Man, it feels good to say this stuff
out loud. But what am I doing? I’m
telling secrets to the one guy you
don’t tell secrets to.
No, that’s okay. We’ll do the interview
This is good. So there’s the “friend”
and then there’s the “interview guy.”
So tonight it’s “friend”…. and when
we wake up tomorrow – “interview guy.”
We’ll figure it out as we go, buddy.
Hey – for whatever it’s worth – you
guys are really good.
Russell laughs at the kid’s easy naivete. He hands his guitar
to the kid, and joins the party. William watches, part of the
crowd… somehow feeling a little compromised. He doesn’t
care. Penny gestures for him to join them.
70 EXT. SUN STADIUM – AFTERNOON 70
William interviews Larry in the seats of the empty arena. On
stage, Ed soundchecks his drums.
How would you describe your role in
Stillwater? What is the chemical that
you add to the chemistry?
I’m the bass-player.
(pressing for some poetry)
Right. And when you take that away…
what would be missing? Stylistically?
(not getting it)
Larry doesn’t give him much.
71 EXT. SUN STADIUM – NIGHT 71
It’s raining. The pre-show huddle breaks up, William a part
of them. Penny Lane adjusts Larry’s look. She takes the scarf
from around his neck and ties it around his leg. He looks
instantly better. William watches in the darkness as Dick
takes the microphone. The best part of his day has arrived.
In his important voice:
Good evening Phoenix.
From Troy, Michigan. Please welcome,
Lights come up, as the band launches into “Fever Dog.” Jeff
begins singing. Russell reaches to adjust the microphone for
a back-up vocal and is hit with something unexpected.
A sharp electrical shock.
It’s just a slight pop in the loud din of music, but within a
moment something is clearly wrong. Russell holds onto the
microphone stand with a surprised look, conducting high-voltage
for two seconds and then he snaps his hand off the metal. His
face is white, he takes off his guitar and walks off-stage,
collapsing a couple steps later.
72 EXT. BACKSTAGE — NIGHT 72
Dick is waving wildly for the band to board the bus, which has
been pulled up into the backstage area. He guides a sagging
Russell, assisted by Penny Lane, into the bus.
Get in, get in!!
William boards the bus, as the extremely agitated PROMOTER
arrives to confront Dick.
Are you the manager of this band?
That, and more. Get in!
You didn’t even play a full set!
Dick whirls and unleashes an anger we’ve not yet seen, gesturing
with the silver briefcase that does not leave his hand.
Your shoddy stage set-up almost killed
You trashed the dressing room – you
didn’t play your thirty-five minutes.
You didn’t fulfill your contract –
Everybody in! Get in the bus!
I’ll report you to every promoter in
the country! I’m gonna talk to Frank
YOU DON’T FUCK WITH MY BAND’S SAFETY!
I hope you have a good lawyer.
I AM A LAWYER!
He swings into the bus, as the bus revs.
LOCK THE GATE ON ‘EM!
73 INT. BUS — NIGHT 73
Russell sits, pale, next to Penny at the front of the bus. He
examines his singed hand, shaking it a little to emphasize the
positivity of her words.
Don’t worry. It’s happened to all the
greats. Thank God you didn’t hold the
mike stand with both hands, you’d still
be holding it. This is a good thing.
It’s a good, good, good thing.
William sits nearby, watching Russell, making notes out of eye-
sight of others. The ever-wary Jeff, unseen by William, cranes
to see that he’s writing in his notebook.
Dick swings into the seat across from Russell. The bus door
shuts, as the promoter is still yelling.
Doris is slow to gain speed, as Estrella appears, running
alongside. She knocks on the window next to William.
I forgot to tell you! Your mom says
to call home immediately. She says
she knows what’s going on!
See you guys in Topeka! I’ll catch a
ride with Sabbath!
William nods with embarrassment, waves to her, as the bus races
toward the now closing gate.
(casually, to Russell)
Wanna buy a gate?
Before Russell can answer – BASH. Doris barrels through the
steel-gate, snapping it like a chopstick to great cheers inside
You just bought a gate.
(to the bus)
C’mon Doris!! Get us out of town!!
The bus struggles up a slight incline, everybody rooting for
Doris, as she eases out of the parking lot and onto a
What did it feel like to be
It burns. It feels like a dose of
lead shooting through your body… and
then you see God, and he says, “How
bad do you want to be legendary?” And
god damnit. I let go.
(shaky grin as all laugh
Rock and roll.
Jeff watches this charisma with thinly veiled envy. The kid
scribbles in his notebook. We hear Led Zeppelin’s “That’s the
74 INT. BUS – EARLY MORNING 74
Song continues. Almost everybody is asleep. William takes
the camera and snaps a Polaroid of a sleeping Penny. She wakes
Give that to me.
She grabs for it, they have a brief play-fight. He grabs some
other Polaroids from her pocket. He hustles to the back of
the bus, pockets the photo, and settles down to watch the
passing landscapes. She chases him down the aisle. Music
continues as she sits down next to him. Out the window, a
long-distance running team of Girls keeps pace with the bus
for a bit. They wave. Penny watches them over sunglasses,
waves briefly to the real world.
(breathing heavy, owning
When we go to Morocco, I think we should
wear completely different clothes, and
be completely different people.
What will our names be?
She snaps a Polaroid of a nearby sleeping Silent Ed, pockets
the Polaroid. She regards Russell up ahead, also sleeping.
Her attention has already wandered from Morocco.
What do you think of Russell?
I like him.
You’re coming to Cleveland, right?
Cleveland, Ohio? Oh no no no. I gotta
get my interview with Russell before
Greenville. And you’ve got to help
me. Okay? Friends… remember?
Penny is still watching Russell.
You should give him a break. There
are real problems in the band. Off
Gravely noting the word “problems”, the kid joins Penny in
watching Russell, who is splayed haphazardly, sleeping
restlessly up ahead.
Okay. I got it. I think your name
should be Spencer, and mine will be
I can’t keep up with you.
No one can.
What’s your real name?
She looks at him briefly. She puts her arm around him. It’s
intoxicating, but he doesn’t quite know how to act. With her
free hand, she gestures with a hanger. As they regard Russell
Here’s the thing about Russell. He’s
my last project. I only do this for a
very few people. And I think we should
do it together – he is almost great.
We’ve got to take him there. You and
me – we can do it. Deal? Because the
other guys are good – but he could be
great. He’s my last project.
He looks at her. She imitates his face back to him.
It’s all happening.
75 INT. TOPEKA ARENA BACKSTAGE — NIGHT 75
William sits interviewing Silent Ed by some equipment cases.
What do you love about music?
Ed looks at him thoughtfully. It is an eloquent moment. He
thinks. He shrugs. The kid tumbles with more questions.
These interviews are not going well.
76 INT. BATHROOM – NIGHT 76
William, looking concerned over the state of his interviews,
walks into the backstage bathroom. He makes a few surreptitious
notes in his notebook before noticing that Jeff is standing
there, clearly just finishing a quick hit of cocaine offered
by a Local Hanger-On. Seeing the kid, he immediately hides
the coke spoon.
William pretends he sees nothing as he turns to the urinal,
and shot stays on Jeff, who looks a little high and a little
77 INT. BACKSTAGE PAY PHONE – NIGHT 77
William is on the pay phone with his Mother. The show booms
in the background.
I know. I know. I know.
I know. Mom. Mom… Mom.
78 INT. STAGE – NIGHT 78
Stillwater on-stage. A great show. Russell on fire.
79 INT. BACKSTAGE PAY PHONE – NIGHT 79
William on the phone. Estrella leans on him, fixing her shoe.
Right now — Topeka. Then Greenville.
He winces slightly, holds the phone away from his ear for a
I’m sorry I didn’t call yesterday!
It’s not like you can just carry a
phone around with you.
80 INT. ELAINE’S SCHOOL OFFICE — AFTERNOON 80
Mom sits in her school office, a miniature version of her home
– a fortress in which she is surrounded by books. The sun is
going down. She can’t resist a sentimental moment.
I guess I just miss you, and I don’t
understand why I’ve driven both my
kids so far away from me. By all
practical rules don’t I get you for
three more years?
He is touched by her vulnerability, more visible now than ever,
as music continues in b.g.
Was I not fun?
81 INT. BACKSTAGE PAY PHONE — NIGHT 81
William has his finger in his ear. The din if Stillwater’s
set now blots out all other noise. It is not the time to answer
I missed the last thing you said.
Mom takes a pause.
I LOVE YOU.
Penny now enters, watching.
I MISS YOU AND I LOVE YOU!
William now notices Penny standing nearby, picking at a salad
from a paper dish. Looking at her, he lets loose with what he
believes is a private confession.
I LOVE YOU!!
Penny smiles knowingly, collecting his affection like another
backstage pass, and turns away. Camera stays on William. He
is suddenly and deeply embarrassed. He’s just told her that
he loves her and she knows it. He hangs up, traumatized.
82 INT. TOPEKA DRESSING ROOM — NIGHT 82
Russell’s hair is slicked with sweat from a show just finished.
He is shirtless with a towel around his shoulders. Luggage
for the next city is stacked by the door.
Fire away. I’m ready. I’m on the
“You” Train. Take me there.
The kid plugs in his microphone. Russell listens as he springs
his first question.
Do you have to be depressed to write a
sad song? Do you have to be in love
to write a love song? Is a song better
if it really happened to you? Like,
“If You Say Nothing”… where did you
write that and how did it come about?
Russell admires the many questions. Says nothing. He looks
at his hand, thinks.
When did you get so professional?
In the background, Penny Lane irons Silent Ed’s shirt.
Grinning, she cuffs his shoulder. To the shirtless silent
drummer, waiting for his shirt.
I’m almost done with my shirt.
Ed watches her appreciatively, drumming silently on a rubber
pad. Penny kisses Russell, who swings her onto his lap. In
the corner, Jeff watches them all with a vague feeling of being
underappreciated. And now Dick enters with a large cardboard
Russell, your dad showed up again.
And on a lighter note.
Gentlemen. Your first t-shirts have
There is an immediate buzz in the room, as Dick yanks open the
box filled with new white t-shirts. He untangles the first fresh
shirt, and displays it proudly. A silent beat as all examine it –
their first t-shirt. Faces fall. Ed stops drumming. There has
been a mistake. It is a fuzzy band photo with the group name
emblazoned below. Only Russell, who stand out front, is colored-
in and emphasized on the shirt. He turns away, making a noise.
Jeff stares at the t-shirt. He’s just about in tears. There is
a long silence and then… Ed resumes drumming on the rubber pad.
It’s the record company’s mistake.
And they will pay. Shirts gone, band
He drops the offending shirt into the trash, as if it were
contaminated, and exits with the box. William watches as the
two men, Russell and Jeff, move to opposite sides of the room.
Russell puts on a shirt, so does Jeff. The vibe is thick.
Russel turns to see Jeff staring at him.
Can we just skip the vibe and go
straight to us laughing about this?
(trying for a joke)
Because I can see by your face – you
want to get into this –
How can you tell? I’m just one of the
Here we go.
William watches as Russell fishes the t-shirt out of the trash.
Here. Take it. You LOVE this shirt –
it lets you say everything you want to
Well, it speaks pretty loudly to me.
It’s a t-shirt.
Russell turns away.
I’m always gonna tell you the truth.
Are you doing coke again?
Oh yeah. All the time.
The kid looks down.
This is big stuff, man. From the very
beginning — we said — I’m the front
man and you’re the guitarist with
mystique. That’s the dynamic we agreed
on — Page, Plant… Mick, Keith. But
somehow it’s all turning around. We
have got to control what’s happening
to us. There’s a responsibility here –
Excuse me, but didn’t we all get into
this to avoid responsibility?
(continuing, on shirt)
But this is the slow-moving train of
compromise that will kill us.
Russell makes a disgusted noise. Penny Lane exits discreetly,
looking back at William.
I can’t say anymore with a writer here.
You can trust him, you can say whatever
(eyes suddenly moist)
I works as hard or harder than anybody
on that stage. You know what I do – I
connect. I get people off. I look
for the guy who isn’t getting off, and
I make him get off.
Actually, that you can print.
(continues to Russell)
And yet, why do I always end up feeling
like I’m a joke to you? I feel nothing
but love for you. We’re a family.
He looks at the t-shirt and starts to cry. Embarrassed, he
You want to pretend this isn’t going
to be a very big band. Well it is. You
call yourself a leader of this band, but
your direction allowed the t-shirt, when
you allowed Dick to manage us, ‘cause
he’s your friend… don’t you see? The
t-shirt is everything. It’s everything.
Is it my turn? Because I think we
should, for once, say what we really
Oh, this is the part where you quit –
Right. I’m so predictable.
No I gotta tell the truth — I want
you to like me. But sometimes I feel
like you collect people who love you
and then very skillfully… you make
them feel bad that they’re not good
enough for you.
Stick to singing, brother, ‘cause you
ain’t gonna make it as a shrink.
Deal with it! And let me just say
what nobody Else wants to say to you –
Your looks have become a problem.
82A EXT. BACKSTAGE – NIGHT 82A
Russell walks swiftly past a happy silver-haired man, who holds
court with beer in hand. He dresses too young for his age,
late fifties. He is DAD.
Dad introduces a woman much younger, who eyes Russell hungrily.
He got all the good genes, huh? Meet
Deirdre. We’re getting married in
83 EXT. ARENA — NIGHT 83
Russell walks fast outside the arena. William hustles to catch
up. The two men walk in long silent strides in the cold night
air, beyond the backstage area. Fans begin to recognize and
follow at a discreet distance.
You okay? You alright?
Russell doesn’t answer.
(resolute, wound up)
From here on out, I’m only interested
in what’s real.
The kid nods. They walk.
Real feelings. Real people. That’s
all I’m interested in… From here on
out. What is REAL? You’re real.
A wave of warmth comes over Russell.
You know, you know all about us and I
don’t know shit about you.
(struggling to be personal)
What’s your… your family like? Tell
Well, my dad died of a heart attack
and my sister believes that my Mom is
so intense that she might have
contributed to it. Plus –
Okay, that’s good. That’s enough.
It’s good to talk about it. Really
Russel now sees some hero worship in the kid’s face, and it
makes him nervous.
Hey, man, maybe we should go back.
If they want me, they can find me.
William turns and sees nobody following but fans.
So listen. I have to go home tomorrow.
I know this is a bad time to finish
Hey, man, you know what? Write whatever
you want. I trust you.
A big square Chevy van slows down. A CONCERT-GOER hands his
head out the window.
Woooooooooo!!! You’re Russel from
On my better days, yes. I am “Woooooo,
Russell from Stillwater!”
Wanna go to a party at my friend Aaron’s
house?! I know you’re a big rock star,
but do you want to hang with some people
looking to have a good time?
Russel regards the van full of kids. More fans crowding
around. The kid behind the wheel unknowingly says the magic
We’re just real Topeka people, man.
He has said the magic word.
A84 EXT. AARON’S PARTY – NIGHT A84
Russell arrives at the party in the rural outskirts of Topeka.
84 INT. AARON’S HOUSE — NIGHT 84
William watches as Russell slugs from a Jack Daniels bottle.
They sit in the bedroom of a mindblown fan, 17 year-old AARON.
He has long frizzy brown hair, tied in a spray behind him.
Many from the neighborhood are now pouring into the home.
You. Aaron. Are what it’s all about.
You are real. Your room is real.
Your friends are real. You are more
important than… than… all the silly
machinery. And you know it! In eleven
years it’s gonna be 1984, man. Think
Wanna see me feed a mouse to my snake?
KID # 1
Can I have your belt?
Russel whips off his belt, gives it to the fan. A joint goes
by, headed for Russell. William intercepts it and passes it
Aaron? Where’s your bathroom? I want
to live here. I want to eat your food,
and live in your city and fuckin rock
like I used to. I want to learn
everything there is to know about your
city and your town. And your way of
I used to be you.
Down the hall by the washing machine.
Okay. Good to know.
Russell rises and squeezes past fans and heads down the hall.
85 INT. AARON’S HALLWAY – NIGHT 85
William follows Russell protectively.
PASSING FAN # 1
A QUIET GIRL, 14, turns and watches Russell pass. We linger
on her face for just a moment, full of wonder.
We should probably head back sometime.
Russell ignores him.
PASSING FAN # 2
(holding red cup)
Watch out, there’s acid in the beer
that’s in the Red cups.
Russell looks at the cup in his own hand. It’s white. Then,
with his other hand, he grabs the red cup and drains it.
William winces. They move on.
Topeka. Check it out.
Russell enters the bathroom. William stands guard. With a
finger outstretched from each hand, he lectures the fans massing
in the hallway.
Please don’t give him any more acid.
86 INT. LIVING ROOM — NIGHT — TWENTY MINUTES LATER 86
William watches as a wobbly Russell Hammond, in sunglasses
now, goes through Aaron’s record collection. He places the
albums over his face, like masks.
Faces. Stones. Sa-weet Baby James!!
None of these people are gonna be around
in twenty years! Plastic begets
plastic!! Black plastic.
Partygoers are strangely fascinated by the rock star in their
87 INT. BACK BEDROOM — NIGHT 87
William waits anxiously to use the phone, keeping an eye on
Russell. Russell is now strangely twisting/dancing with four
girls in the living room, as more cars arrive outside.
KID ON PHONE
He’s here right now! Go ahead and put
it Out over the radio, tell people to
bring food And beer and chicks. We’re
at Rural Route # 4 –
No no. Nope. No.
William takes the phone and hangs up. Keeping an eye on Russell
in the next room, he dials from a tour itinerary sheet.
Dick Roswell, please?
Dick!! I got him!! He’s okay… I’ve
been Looking after him. He’s on acid,
though. I can’t Really tell. How do
you know when it’s “kicked in?”
88 EXT. AARON’S BACKYARD – NIGHT 88
Russel stands on the jutting corner of the house rooftop.
The unlit, unheated greenish family pool beckons to him below.
It’s kicked in.
(bellowing to the heavens)
I AM A GOLDEN GOD!!
Russell cackles at the joke of it all. William yells up from
Hey Russell –
I AM A GOLDEN GOD!!
Don’t jump, okay?
And you can tell Rolling Stone Magazine
my last words were –
He spreads his arms, and tries to think of last words.
— I’m on drugs!!
The kids cheer. William looks around, remains cool. Yells
upward in the cold night air.
I think we should work on those last
No, I’m not –
Okay I got it. I got it. I got it.
I got it. This is better. Last words
(spreads his arms, his
I DIG MUSIC!!
It gets a skimpy reaction from the partygoers.
I’m on drugs!!
They applaud again.
Just come on down!!
He jumps from the roof into the cold, algaed water below. He
sinks immediately. One kid jumps in, then another, then more.
Everybody wants to save Russell.
89 EXT. AARON’S NEIGHBORHOOD — EARLY MORNING 89
It’s getting lighter. Cars line the street. And now, finally
turning the corner, is Doris the Bus.
90 INT. KITCHEN — MORNING 90
William watches the effects of personal charisma. Wet
partygoers surround Russell, bottle of Jack Daniels still in
hand, wrapped in towels. Now a bond has passes between them,
all of them. Algae drips from the corner of Russell’s face
Thanks for saving my life. I won’t
hold it against you.
Twenty different kids thank him for the opportunity. (“Glad
to do it,” “Right on,” “Damn straight.”)
91 INT. LIVING ROOM/KITCHEN — MORNING 91
Door opens. Dick enters. Finding the guitarist in the kitchen,
he clicks into time-tested road-managerial maintenance. Easing
Russell out of his towel, slipping his own jacket around him,
from Russell’s hands.
They’ve been crying for you like a
bunch of whimpering pussies —
The band is over. This is my family
Right on. He’s staying with us.
Definitely. It’s all over. We’ll
just ride on to Greenville, listen to
some great music, finish the tour, and
leave those ungrateful fools behind.
And then we’ll come back here, where
I know what you’re doing… and I like
Look at him. He’s taking notes with
(beat, to Dick)
How do we know he’s not a cop?
William laughs painfully, as Russell moves in, eyes flaring
with sudden paranoia.
He could be selling information!
Easy. He’s your Guardian Angel.
Russell turns away. William shrugs with style, but his
lingering look is filled with hurt. Dick guides Russell to
the door, grabbing the kid and talking very directly to him as
Don’t worry. He only means half of
what he says.
I have a lot more. Just help me get
my interview so I can go home from
Greenville. I have to go home.
(pulls him back)
I have to go home.
Hey. You saved the tour. That’s
good enough for now.
Frustrated but feeling important, William hands him some of
Russell’s wet clothes. William deftly retrieves Russell’s shoes
and smoothly plucks the guitarist’s sunglasses from the
partygoer who also wears his belt. They move to the door in a
pack. We hear the beginning of Elton John’s “Tiny Dancer.”
Dick faces the crowd and addresses them in his “important”
Ladies and Gentlemen, the evening is
over! We hope you’ve enjoyed
yourselves, and we’ll See you again in
1974!! Good evening!!
William gives Russell his sunglasses to face the sunlight.
Russell stumbles out of the house to great cheers. The Quiet
Girl breaks free to catch Russell on the way out.
I’ll never forget you.
Dick pats William’s arm one more time — good work. They leave
Aaron’s house as legends.
92 INT. TOUR BUS — MORNING – 5 AM 92
“Tiny Dancer” continues on the bus stereo. Russell sits up
front, swathed in a large robe, alone and silent. The others
have given him a wide berth. He feels silly, and they know
it, and he hates that they know it, which makes him feel
foolish. He sits silently. William watches him from four
rows back, next to Penny. She kisses the top of his forehead,
a hero’s welcome. He yawns. The song’s vocal begins. There is
only more silence. Then, after a beat, we hear a voice or
two, fighting the quiet and singing along. Then others…
waking up… joining in. Then Jeff. Russell hears them and
starts to sing along too, louder now, without turning around.
It’s a voice everyone wants to hear. Like it or not, this is
93 EXT. HIGHWAY — DAY 93
Passing signs announce Greenville, North Carolina.
94 INT. LESTER BANGS BEDROOM – DAY 94
Lester on the phone. He is paler than ever, in a room clogged
with vinyl, happily listening to the MC5 in the background.
How’s it going?
95 INT. WILLIAM’S HOTEL ROOM – DAY 95
It’s a small wooden-walled hotel room in Greenville. Polexia
tries on clothes. William barely notices as he talks to Lester
on the phone.
Rolling Stone is calling me. I don’t
have my key interview. I don’t know
what to say.
(pacing, assembling thoughts
with his hands)
You’re flipping out. That’s good.
Alright. This is how you blow their
minds. He’ll ask you – this is Ben
Fong-Torres, right? – he’ll ask you
how the story’s going. Here’s what
you do – let’s fry his mind. Tell him
“it’s a think piece about a mid-level
band struggling with their own
limitations in the harsh face of
stardom.” Ha ha!! This is fun!
William scrambles to make notes.
… think… piece…
CLOSE ON WRITING
Longhand small script on yellow legal tablets.
96 INT. HOTEL BATHROOM — NIGHT 96
William sits in the tub, without water. It’s his makeshift
office, he’s surrounded with scraps of notepaper. He writes
savagely, and now, savagely throws it away.
97 INT. HOTEL BEDROOM — NIGHT 97
In the bedroom, Sapphire, Polexia and Penny watch The Midnight
Special. Sapphire looks at a room service menu.
It says the food is hearty and
Greenville. I’m bored.
Penny yawns too, it’s catchy, and rises to visit the bathroom.
Hey let’s deflower the kid.
Now Sapphire yawns, looks in her purse.
Who his the quaaludes from me?
98 INT. HOTEL BATHROOM — NIGHT 98
Penny enters to see William writing in the tub. She sits on
the toilet to pee. Flustered:
Wait. I’ll leave.
He gets up, knocking his carefully organized notes onto the
floor. He is brimming with things to say. More than he is
even able to communicate.
You know, I think this is going
backwards for me.
I don’t know. I just thought we could
hang out, maybe do some stuff back
home, regular stuff, get to know each
other better… and then I’d see you
pee. I mean, that’s the way I usually
You’re one of us. It’s no big deal.
I’m not one of you.
Oh! If you go to Cleveland, Bowie’s
going to be there at Swingo’s, the
greatest hotel in America. I’ll
introduce you to him, and his security
William stops at the door.
Don’t you have any regular friends?
Famous people are just more interesting.
He looks at her. Even sitting on the can, she’s elegant and
totally focused on him.
Well, I would be worried that they
were using me. And not that anybody’s
using you, but –
She swoons a little, touched and moved.
Boy, if this was the real world and
some guy talked to me like that –
Let me finish.
I’m not famous…. but you could always
use me. If anything happens. And I
would never use you. Even if I got
famous. So you know, you always have
that from me… in the real world. If
you ever have to go back there, for
She looks at him curiously, as the door blasts open. Sapphire
and Polexia head for William.
Your time has come.
Did he call?
(realizes their intention)
What are you — stop it — we’re talking
Pants him. Opie must die.
They swarm him, dragging him kicking into the bedroom.
99 INT. HOTEL BEDROOM — NIGHT 99
Steely Dan, looking pale and somehow snappy, perform “Do It
Again” on The Midnight Special. The girls force William onto
the bed, and envelope him. Their sexuality is fun, untroubled.
Shot moves past bodies crossing frame, onto William’s face.
ANGLE ON PENNY
Across room, sitting and watching.
Just relax. Take a vacation from
yourself. Leave this to professionals.
Estrella and Polexia kiss each other playfully. William looks
confused. Across the room, Penny laughs, turns up the TV,
blows him a kiss.
Penny’s eyes. Across the room.
His sexual awakening may be downtime amusement for them, but
to him it’s an embarrassingly intense moment he shares only
with Penny Lane — across the room. She turns away, smiling,
disappears into the next room.
ON STEELY DAN
On the television.
99A INT. BEDROOM – NIGHT – TWENTY MINUTES LATER – HANDHELD 99A
Post-sex pajama party. Sapphire, Estrella, and Polexia girltalk
about their first rock and roll conquests. Penny is conspicuous
by her absence. William is under the sheets, listening, feeling
different, now a man and somehow one of the girls too.
100 INT. BEDROOOM — NEXT MORNING 100
William is awake. Sunlight floods in from the corners of the
window-shades. He is surrounded by the fallen cavalry of the
night before… Sapphire and Polexia. The phone rings, and
Sapphire instantly snaps it up, still asleep. Lost in her
dreams, she offers the sexiest hello ever.
Hello. Hi, Ben-Fong-Torres from Rolling
William snatches the phone.
101 INT. BEN FONG-TORRES’ KITCHEN — SATURDAY MORNING 101
Ben Fong-Torres is up bright and early.
Hello William, this is your editor at —
He offers the name of the magazine with a swirl that implies
Rolling Stone. How’s the story?
INT. GREENVILLE HOTEL ROOM — CONTINUOUS
William snaps into his very professional tone of equally grave
I’m getting good stuff out here.
Sounds like it.
Next to him, Polexia yawns herself awake.
Man, I need some –
He clamps a hand over her mouth.
(jocular but tough)
Now listen. Get it together. We’re
both professionals, I don’t have to
tell you this. You’re not out there
to join the party — we already have
one Hunter Thompson. You’re out there
to interview and Report. You got me?
This isn’t Creem Magazine, it’s Rolling
Stone. We need this story in four
days. Now I want to know how it’s
It’s a think-piece about a mid-level
band grappling with their limitations
in the face of the harsh glare of
I like what we’re saying. Let me try
and get you a thousand more words.
It’s in consideration for the cover,
but don’t tell the band.
The kid hangs up, now shouldering even more pressure. He
unclamps Polexia’s mouth.
Me too. Greenville is so boring.
Any other city in the world and you’d
still be a virgin.
I’m going out to find Russell.
Will you take the laundry?
(to the girls)
What am I to you? Tell me right now!
What. Am. I. To. You.
102 INT. HOTEL HALLWAY – DAY 102
Circles have sprouted up under William’s eyes. The orange bag
strapped over his shoulder, he lugs a huge bag of laundry. He
consults room list. A variety of noises and smells drift from
the band rooms. He sees Room Service arrive at Dick’s door,
and it’s Estrella who opens the door. (Dick in the
background.) She smiles sweetly to William — good morning —
as the door shuts.
He arrives at Russell’s door. Two exclamation points have
been Sharpie-markered to the words Do Not Disturb on the sign
is gaffer-taped to his door. He looks through the crack, at
the bottom of the door. Carefully and politely, he knocks.
Pissed, the kid flips off the door. He sits down on a chair
directly across from the room. Push in on William, who is
more pent-up than ever. He tries hard not to cry, taking
gulps of air as a maid cart swishes past, revealing… he’s
failed. He cries.
FADE UP FROM DARKNESS
A super-energized Russell Hammond looks into William’s sleepy
face. William’s eyes open. His own sleepy face is evident in
Russell’s sunglasses. The bag of laundry is still at his feet.
We’ll do the interview in Cleveland!
No. I can’t. You’ve got to help me.
I have to go home.
Come on man, we’ll have more time there.
Don’t be tense!!
He begins rubbing the kid’s shoulders. He’s waking up. There’s
Penny, also rubbing his shoulders. It is degrading… and
somehow cool too.
You said you’d help me.
Come to Cleveland.
Come to Cleveland… Come to
Can we help it if we like having you
William is a bundle of nerves and exhaustion now. Embarrassed
Cleveland, my man. You can’t miss out
on the Rock Mecca of the midwest –
you’re with us. It’s all happening!
Rock and roll!
Rock and roll.
We hear David Bowie’s live version of “Waiting for the Man.”
103 INT. HOTEL ROOM — DAY 103
They sit together, hair askew, in sunglasses, resting against
the headboard. Carefully, Russell identifies his thoughts.
I feel… like his parents.
Penny runs a worried hand through her hair.
I wonder how that happened.
You ever notice that all our sentences
begin with “I?”
I hadn’t, no.
‘Cause we should work on that.
He looks at her, plays the guitar a little.
104 EXT. HIGHWAY – NIGHT 104
Night. Doris rocks toward Cleveland on a muggy summer night.
The windows of passing houses offer rich Edward Hopper glimpses
of lives and people William will never meet.
105 INT. WILLIAM’S BUS BUNK – NIGHT 105
William watches from his bus bunk at the back, head on elbow.
Looking up, he sees the rhythmic motion of bodies on the
mattress above him, as music continues.
William gets up, nods hello to the Roadie and his Date on the
bunk above. He moves down the aisle… to the seats near the
front. A sleeping Russell sits upright, hugging his guitar.
Penny asleep next to him, Polaroid in her hand of… Russell
sleeping. The kid moves on. He sits with the Bus Driver,
whose CB crackles with chatter from other tour buses headed to
ON THE FIRST SIGN – LATE NIGHT
Cleveland signs. Music rises. Heads pop awake.
106 EXT. DOWNTOWN CLEVELAND – LATE NIGHT 106
Like a slow-moving shark, Doris pulls into empty downtown
Cleveland. The streets are empty. They pass the Agoura
Ballroom, where a man with a long stick arranges the letters
Stillwater on the marquee. Applause in the bus.
107 INT. SWINGO’S CELEBRITY INN – LATE NIGHT/EARLY MORNING 107
Russell and band enter like warriors, in a pack. William sags
with the heavy bags in hand and over his shoulder. Here, in
the middle of the midwest, is an explosive rock mecca, just as
promised. The feeling of belonging invades all those in this
lobby. Fans and other touring rockers mingle together.
Outside in the real world, everyone else is going to work.
The lobby ignites, as William stands near Penny and Russell.
Bowie races from a limousine through the lobby and into the
elevators. He is shrouded by a jacket. Just the top of his
electric red hair travels the lobby, as he’s hustled by security
man Dennis in the elevator. And out of the chaos comes…
108 INT. HOTEL ROOM – DAY 108
Jeff Bebe and Polexia smash against the wall of the Swingo’s
hotel room, making love.
109 INT. HOTEL ROOM – DAY 109
Russell and Penny Lane smash against their own wall.
109A INT. ARENA – NIGHT 109A
Dick squats at the front of the stage, and talks to a few fans
in the front row of this crowd.
110 INT. BACKSTAGE CLEVELAND PAY PHONE – NIGHT 110
A wild Cleveland crowd in the building. The cities on this
tour are getting bigger, and so are the audiences. And there
is a whiff of business now too. Men in satin tour jackets and
some Disc-jockey types cruise the backstage. A Hysterical Fan
is led screaming to the nearby medic room. Few even react –
it’s Cleveland – as the shot finds William, tired and yawning,
on the backstage pay phone. He is absolutely ready for the
Hi Mom. I’m in Cleveland.
He listens stoically. Larry and Ed watch nearby.
INT. LIVING ROOM — NIGHT
Moms sits in silence.
I’m fine! I’m fine! I’m flying back on
Monday Morning. I’ll only miss one
test. I’ll make it up.
Russell listens in, holding his guitar, laughing.
Tell her you’re a slave to the groove
– you can’t help it!
Russell grabs the phone, talks to the silent mother on the
Hi Mom! It’s Russell Hammond, I play
guitar in Stillwater! It’s my fault.
How does it feel to be the mother of
the future of rock journalism?
Silence. Penny passes and stands near William, smoothing her
pass. They watch a new pack of groupies prowl the road-crew.
They are more glam, more trashy and less selective. They glare
insolently at Penny Lane. This is the future.
You’ve got a great kid — nothing to
worry about! We’re taking care of
him! And you should come to a show
sometime! Join the Circus!
Listen to me. Your charm does not
work on me. I’m onto you. Of course
you like him.
He worships you people and that’s fine
with you, as long as he helps make you
(a nerve is struck)
Rich? I don’t think so –
Listen to me. He’s a smart, good-
hearted, 15 year-old kid, with infinite
Russel looks over at the kid, eyes narrowing as he processes
the truth. He’s 15?
This is not some apron-wearing mother
you’re talking to. I know about your
Valhalla of Decadence, and I shouldn’t
have let him go. He is not ready for
your world of compromised values, and
diminished brain cells that you throw
away like confetti. Am I speaking
clearly to you?
If you break his spirit, harm him in
any way, keep him from his chosen
profession — which is law, Something
you may not value but I do — you will
meet the voice on the other end of
this telephone. And it will not be
pretty. Do we understand each other?
(always the teacher)
I didn’t ask for this role, but I’ll
play it. Now go do your best. “Be
bold and mighty forces will come to
your aide!” Goethe said that. It’s
not too late for you to be a person of
substance. Get my son home safely,
I’m glad we spoke.
She hangs up. Russell hangs up, oddly affected and shook up.
Some people get her. Some don’t.
Russell is still recovering. William feels embarrassed by his
mother, once again.
111 ON THE HUDDLE 111
William with the band. He yawns, as the band breaks. Cleveland
awaits. We follow Dick, who guides the band onto the stage
platform, still in darkness. Already, stomping and applause
is mounting. Russell turns to William before taking the stage:
Your Mom kind of freaked me out.
She means well.
Still rattled, he takes the stage. We see the unbridled
enthusiasm of the faces on the front row. A wave of cigarette
lighters stretch out before them.
From Troy, Michigan…
Russell thwacks a couple chords. Audience thunders. He turns
to other members, feeling chills. It’s in these moments that
everything else disappears. They bow and wave, still in
darkness… each member seems to have his own fans. Dick lets
all this play out before finally adding…
Would you please welcome to Cleveland…
More applause. This is very very very very fun.
Lights come up. A full blast of audience love hits them right
in the face, as they begin “Fever Dog.” The band charges
headlong into their set, as various fans are squeezed up out
of the crowd and onto the stage.
HANDHELD ON RUSSELL
Who is in the middle of playing, as he smoothly whips off his
guitar, and uses the instrument to send a Frenetic fan back
into the crowd. He slips back under the strap, laughing.
More stage climbers spring up where that fan came from, and
Russell now watches as Jeff Bebe dodges a fan and comes over
to Russell to lean on him. Russell turns to share the moment
with Penny, dancing with arms in the air at the side of the
112 INT. DRESSING ROOM — NIGHT 112
William in the dressing room, eyes red with exhaustion, finally
interviewing Russell. He holds the mike stoically.
So when you play a great show like
Dick enters with great urgency.
Okay. I need everybody’s attention.
The kid shuts his eyes. He knew this would happen.
Alright, well, the rumors are true.
The record company has sent a big-time
manager here to try and talk you into
replacing me. His name is Dennis Hope.
I know you’ve all heard of him. He’s
got all the big bands. He’s right
outside. He wants five minutes with
you right now. I think we gotta do
Then bring him in.
William shuts off his tape recorder.
Bring him in! We’ll send him out on a
We’ll finish on the way to Boston.
You can fly home from Boston.
William nods, exhausted, as Dick opens the door. In walks a
small general of a man in a baseball t-shirt, well-trimmed
beard and bowl cut. He holds the super-new Halliburton
briefcase. He is DENNIS HOPE, 25. A man from the midwest,
with a vision of the future of rock and roll. Already in his
head are all the things that will come to pass. Higher ticket
prices. Merchandising deals. Greater distribution and
accounting of album sales. He shrugs hello to the band.
We already have a manager. He’s been
with us from the beginning.
Hope appreciates the lack of small talk. He strides the room
with the joyful enthusiasm of a kid who wants to build a fort.
Russell watches, dismissive, holding his guitar.
Respectfully. We all have our roots.
I believe in bands holding onto their
roots. But those roots need to be
augmented. I’m gonna tell you the truth
– I may enrage some and enthrall others.
I don’t really give a fuck. Your
manager here needs a manager. Example.
If you hadn’t run out on the contract in
Phoenix, you could have sued over
Russell’s hand… but you left, negating
the contract, forfeiting the deposit,
and you effectively traveled a long
way to pay that promoter… to
Russell looks at his hand.
DENNIS HOPE (cont’d)
We can all work together. Your damages
have put you way into the hole for
this tour. Right now you owe the record
company more than you’ve got. But
your record’s selling, there’s money
to be made. So I’ve brought a plane
in, we can add more shows to make-up
the difference. Respectfully.
We travel by bus.
Doris is the soul of this band! That
bus has been our home since we were
the Jeff Bebe Band.
Dick watches his loyal band with admiration.
Hey man — it’s travel on a pogo stick
if I thought we’d make more money.
You can play more dates with a plane…
112A INT. CLEVELAND ARENA – NIGHT – SAME TIME 112A
Penny Lane stands on stage facing the empty arena. The roadies
have packed up and moved on. She is alone in the poetic and
trash filled structure that was just hours ago filled with
people. (Behavior to come)
112B INT. DRESSING ROOM — NIGHT 112B
The band meeting continues.
Hey man, it’s not about the money! It’s
about Playing music, and turning people
The band agrees.
Yes, of course. Clearly.
Respectfully. But on the distasteful
subject of money. Just know. You’re
making it — right now — and it’s all —
He gestures to infinity.
DENNIS HOPE (cont’d)
— out there. I’m just talking about
bringing it —
Bringing his hand together in a fist, he returns it, close to
DENNIS HOPE (cont’d)
— back here.
The band looks at Dick, who manages not to be speechless.
But why should we pay you for something
we can do ourselves?
Do you know how to keep from getting
charged for the ice below the
floorboards of Chicago Stadium?
Do you know how to do a headlining
tour, do you Claire Rothman at the
L.A. Forum? Do you know Bobbi Cowan,
Lisa Robinson, Jim Ladd, Frank
(look around, amazed)
This is Cleveland. Where’s Kid Leo??
Do you know how you get a record not
pressed but played? Do you know? I
didn’t invent the rainy day, man. I
just own the best umbrella.
He laughs. It’s fun. Band members are now listening, curiously
DENNIS HOPE (cont’d)
Because as much as you may believe that
it will last forever, it does not last
forever… your biggest fan right now
soon they’re going to go to college,
gonna wanna buy clothes, spend that money
some other way, and you know what?
(the final insult)
They’ll tape your record from a friend’s
Russell stops fingering his guitar. Shot moves across the
faces of the band members. Pain.
DENNIS HOPE (cont’d)
You’ve got to take what you can, when you
can, while you can. And you’ve got to do
it now. That’s what the big boys do.
The band squirms, but listens.
DENNIS HOPE (cont’d)
Because if you think Mick Jagger will
still be out there trying to be a rock
star at age fifty, you’re sadly sadly
Now he’s reaching them. Their slackened roar-weary faces stare
back at the young dynamo.
Yeah, well… we’ll think about what
No no. You don’t understand. I’ll
think about it. I’m not auditioning.
I came here to decide whether I want
to represent you. So I’ll stand outside
for a moment, and think about whether
I want to stay.
He leaves the room with a pleasant shrug. Stunned silence.
William watches their body language. No one wants to talk
first. Their faces read as — who was that guy, and how can
we talk him into staying?
113 INT. PLANE — DAY 113
William watches as the band stands inside the new plane. Dennis
Hope looks on.
This is not us. This is too much.
He looks around for support. Grim nodding faces.
(impressed at seat)
This is too much.
William watches as Russell reclines. Russell grabs Penny, and
she falls into the seat next to him. We hear the loud oncoming
sound of the plane in flight, as Dennis cooly asks for Penny’s
Do you mind?
114 EXT. PRIVATE AIRPORT — DAY 114
Doris the bus stays behind in the parking lot, abandoned near
a field. The new plane lifts off in the background, as the
bus sits alone, as if crying steel tears. Bus Banner reads
simply: CLEVELAND. Reprise ending of Whole Lotta Love.
115 INT. PLANE NIGHT 115
The girls sit on the jumper seats at the back of the plane,
116 INT. BOSTON HOTEL ROOM HALLWAY — DAY 116
William trudges the hallway with tape-recorder and notebook,
trolling for Russell. He passes Boston travelogue posters on
the walls. A few room doors are open, he looks for any sign
of the guitarist. William veers into Dick’s room, where a
poker game full of Roadies is in progress. The room is thick
with exotic smoke. They are a bunch of road-hardened snobs,
smoking cigars and other items, famous to themselves, listening
not to rock and roll… but Sarah Vaughn.
Anyone seen Russell?
Door widens to reveal Russell.
Hey! Welcome to the Road Crew Poker
Party. This game’s been going of for
That’s Mick – he’s with The Who. That’s
John – with J. Geils. And that’s
Richard with the Eagles… and you know
Grumbling roadies continue playing. Like an old pro, the kid
turns down a Cola-can hash-pipe. This hand is down to Dick,
and a roadie named REG from Humble Pie.
Side proposition. For fifty dollars
and a case of Heineken, I will put
into the pot… three Lovely Ladies,
Including the famous Penny Lane… the
Band-Aids, who need to exit our tour
before New York…
It’s a deal. Show ‘em.
Dick lays down three tens. Reg lays down three Kings. Dick
Three Lovely Ladies… now in the
custody of Humble Pie.
Alright, so we owe you fifty dollars
and a case of Heineken.
Embarrassed, Russell notices the kids face. He leans over,
and speaks confidentially to him.
Look. Nobody’s feelings are getting
hurt here. She already knows Leslie’s
coming To New York tomorrow. They all
understand. This is the Circus.
Everybody’s trying not to go home.
Nobody’s saying goodbye.
No, I got it.
These are the Rules that come with
every electric Guitar and every
amplifier. They’re not just written
anywhere. Rock and roll, brother. No
attachments. No boundaries.
But the kid feels bad, and Russell knows it.
Quit looking at me like that.
116A INT. HALLWAY – AFTERNOON 116A
The kid is still stuck on the road. He is in hell now.
Wearily, with deep circles under his eyes, he shuts his eyes
for a moment. Another band is moving through.
Keep this hallway clear!
117 INT. BACKSTAGE TRAILER/DRESSING ROOM — AFTERNOON 117
William and Penny sit on opposite ends of a blue locker-room
bench. It’s a small dressing room, crowded with roadies,
guitars and men in stages of half-dress. Piles of luggage
headed for New York sit by the door. The door suddenly opens
and Dick arrives with champagne and a cake decorated with a
sparkler. It is placed in Penny’s lap. It reads: Unforgettable
Penny… Age Unknown. Boston, 1973. They gather now as the
cake sits before a surprised and enchanted Penny Lane.
Happy Birthday from us.
William watches her face as she reads the message on the cake.
It hasn’t sunk in yet.
Russell produces a piece of hotel stationery. He reads a poem.
So Penny our friend has gained another year.
But long ago, she threw it in gear.
She rocked the south
The East and West.
Could you please get off this endless tour
Where we’re Black Sabbath’s fucking
She says she’s retired
Though we’ve heard that before.
She chose us…
And in Penny Lane we trust
She is a fan of this band.
Much more so than us.
William watches her face. Still enchanted, she hands out slices
of the cake.
(to the point)
Sorry the plane isn’t bigger.
It hits her. She looks at William for a clue. His truthful
face does not look away. Now she knows. She turns to the
others — the plane isn’t bigger? Shot moves in on Penny as
she blinks just a little, cutting into the cake, still mugging
for everybody, covering it all with a layer of sweet giddy
laughter. Shot comes to rest behind her, her head turning to
connect with band members. Each of them look away, nobody
maintaining eye contact with her except the one she now doesn’t
look at. William. She blows out the candles, vamping Marilyn
Monroe-style, and sucks off the frosting seductively, to cheers.
Russell watches, as we push in on Penny. She notices all the
luggage is gone, only her two cases remain by the door.
118 EXT. CONCORD PAVILLION BACKSTAGE — EARLY MORNING 118
William exits a backstage Portosan. Penny catches him by the
grilling area where catering is preparing for the outdoor event.
Their laminated passes swing from around their necks. Thuding
in the distance, Stillwater plays for a cheering outdoor crowd.
The sound of summer insects in the air.
So it wasn’t a birthday party, it was
William doesn’t answer. He looks at her, blowing some hair
out of her face.
You think you can fool me. I read
you. I know what you’re thinking.
You’re worried about me and Russell.
Yeah. I gotta work on that.
You’re so sweet. God — if there was
more of you in him…
Don’t tell me this stuff. I want to
(concerned for him)
Did you miss your test or something?
He shakes his head. It’s so beyond a test.
I know I’m not on the plane, and I’m
not going on some other band’s bus. I
mean, I could go with the Sabbath road
crew, but that would be pathetic. The
girls are all going with Humble Pie.
If you could find out from Russell —
Forget it. I’m flying to New York
myself. I have a bunch of partial
tickets. I know his ex-wife, current
girlfriend’s going to be there –
William’s eyebrows rise. She examines his face for clues.
— I’m not sure that’s a good idea.
What? What are you saying? What do
you know? Did Russell say something?
I don’t know anything.
I know he wants me there. He gave me
a cake. He wrote me that sweet poem.
Wake up! Don’t go to New York!
What are you telling me?
She looks so achingly beautiful to him.
Because you’re not who you said you
were! I thought you were retired!
You’re right. I’m not who I said I
was. I’m just like you. I love music,
so this is my family. Some people
like tractors, and they hang out with
tractor people. What’s the worst that
could happen if I go to New York?
“I get my little heart broken?”
Oh no. Never you! You eat people
She tears some leaves off a tree. He looks at her, unable to
formulate a response.
I’m sorry I told you so much. You
have some way of making everybody tell
you all their secrets.
That’s a good one. Tell me too much
and make it my fault.
He continues walking, she follows. They have ventured outside
the backstage area, onto adjoining Boston farmland. The show
booms in the background.
Come on. You’ve seen what’s happened.
Russell and I fell in love. How much,
I don’t know… but this is the first
time I’ve fallen for someone, really
fallen… since Iggy, and I’m not happy
You slept with Iggy Pop!?
She says nothing.
Why don’t you just tell me now, who
else — so when I go to the record
store, I know who to be jealous of.
Because right now, it’s looking like
the whole store!
He’s upset. She stares at him.
You’ll remember me forever. I was
there when you lost your virginity.
(upset at the memory)
So was Steely Dan! It was a crowded
She laughs, can’t help it. Then:
You make me laugh. I think I’m gonna
I thought we were going to Morocco!
There’s no Morocco. There’s never been
a Morocco. There’s not even a Penny
Lane. I don’teven know your real
If I ever met a guy in the real world,
who looked at me the way you just looked
When and where does the real world
occur? I am really… confused here.
Fuck! All these Rules And all these
sayings… and nicknames…
You know — you’re too sweet for rock
Where do you get off… where do you
get “sweet?” I’m not sweet. I’m dark
and mysterious and pissed-off and I
could be very dangerous to all of you…
I’m not sweet, and you should know
that about me! I am The Enemy.
You’re not any of those things and
that’s what I love about you.
William stands there in disbelief, unable to look at her.
You fall in love to keep from falling
I don’t want to go home!
Well, I have to go home. And you never
Yes I did.
That disc-jockey in Arizona got a better
interview than me… and he was asleep.
He starts walking back to the stage. She follows. They are
two very young kids thrashed by the seas of rock and roll.
His frustration increases. She just doesn’t get it. Applause
in b.g. She grabs his shirt.
Look. You should be happy for me.
You don’t know what he says to me in
private. Maybe it is love. As much
as it can be with someone who —
— sold you to Humble Pie for fifty
dollars and a case of beer? I was
He is instantly sorry. Her world privately crumbles, but she
tries to remain stoic and carefree.
What kind of beer?
119 INT. HUMBLE PIE CREW TRUCK — DAY 119
Sapphire, Polexia, and Estrella bump along to the music and
the road. They strain to maintain dignity in these decidedly
third-class surroundings. There’s only one small blurry window.
Who did this to us?
120 INT. WILLIAM’S LIVING ROOM — NIGHT 120
Mom on the phone.
Then don’t come home. Don’t do this
to me. If you’re going to miss
graduation, don’t come home.
She hangs up.
121 INT. PRODUCTION OFFICE — NIGHT 121
William on the phone. Speechless.
122 INT. COLLEGE CLASSROOM — DAY 122
Elaine faces her Humanities class. She stands in an
amphitheater-style, inner-city college classroom, decorated
with colorful unorthodox artifacts from her home. These earnest
city college students listen to her. But she cannot continue.
There is a thundering upset inside her.
I’m sorry. I can’t concentrate.
(beat, confesses, unhinged)
Rock stars kidnaped my son.
123 INT. BAND PLANE — DAY 123
Music. Russell and band bounces down in NYC. Russell listens
to music on headphones plugged into large boom box.
124 INT. LIMOUSINE — DAY 124
William watches, facing the band from the jump seat of their
limousine, heading into New York. Up ahead, Manhattan looms,
beautiful and scary.
“New York. Just like I pictured it…
” … skyscrapers and everything.”
We showed you America. We did
everything but get you laid.
Beat. They look at each other curiously. How much does the
other guy know?
125 EXT. ST. REGIS — DAY 125
Russell and band spill out of limo. The New York cluster of
hardcore Stillwater fans wait outside. They hold collector’s
sleeves covering albums to be autographed, and fresh magic
markers in hand. William in tow crawls out of the limo last.
Dick goes to work, pulling luggage from the trunk. A serious-
looking Fan (LENNY) approaches Russell with an autograph card.
I’m from the Church of Lenny. We bow
to his will and all that it represents
– The King of the King of Kings.
Make it out to – ?
Russell nods — of course. He signs, as Dick approaches with
a well-placed word in his right ear.
William turns, expecting to see Penny. Instead we see the
long-limbed, athletic, pretty and collegiate LESLIE. She
holds a Nikon camera, and snaps their picture.
Your room is completely stocked, far
away from any noisy ice machines,
elevators or maid quarters. The air-
conditioning is already on. And here
is your security key — by the way,
you look stunning.
(taking treatment for
Nearby, the young journalist studies the tour’s subtle shift
in welcoming Leslie. Dick’s New York side is almost military.
Bags in five! Cars leave for the party
William studies Leslie, everyone saying hello to her, everyone
knowing the subtext. Nobody saying a word. William pulls his
heavy bag out of the back of the limousine.
The bag breaks, and the contents spill out onto the New York
sidewalk. Bars of soap, ashtrays, hotel keys, crumpled paper,
the contraband t-shirt, “Do Not Disturb” signs, notes, towels
and thick telephone books from every city.
You know. There are lighter souvenirs.
Well — I kept thinking I was going
home the next day —
I did too. Fifteen years ago.
All help him with his spilled souvenirs. Russell shares a
private look with the kid. Nearby Leslie greets other band
It’s Super Zeppelin fan Ric Nunez.
It’s all happening. Zeppelin is at
the Plaza. So’s four other bands.
They’re partying up there right now.
Sapphire, and Miss Penny Lane too…
She wants you to call her.
They’re all staying under the name
William takes in the information, while regarding Ric’s new
custom shirt, which features the words to Zeppelin’s “The Rain
(exiting with Leslie)
After the party. I’ll come to your
room – I promise. We’ll talk. This
is Leslie, by the way. Leslie, this
is our wayward friend from Rolling
Stone. The Enemy.
They shake, she smiles randomly.
126 INT. ST. REGIS FRONT DESK — NIGHT 126
William checks in.
William Miller? Sir, you have an urgent
call from a Mr. “Ben Fong-Torres.”
He’s holding for you, right now.
William takes the phone. The Clerk watches curiously as the
kid adopts a new persona.
INT. JANN’S OFFICE — SAN FRANCISCO — AFTERNOON
On a rainy day in San Francisco, Ben Fong-Torres stands in the
copy-strewn office of the young editor/publisher JANN WENNER.
Several other editors are also present in the background,
including David Felton with cigarette-holder in mouth, and a
prep-school Fact-Checker named ALLISON.
Congratulations. It’s gonna be a cover.
Neal Preston will shoot ‘em next week
in L.A. we need you back in San
Francisco tomorrow. We’ll finish the
William is overwhelmed with many emotions, fear topping the
You can tell the band. Allison, our
fact checker, needs you to transmit
whatever you have of the story, tonight,
now, along with your notes. There is
a mojo at the Daily News they’ll let
us use –
A mojo. It’s a very modern machine
that transmits pages over the telephone.
It only takes eighteen Minutes a page…
126A EXT. NEW YORK STREETS — NIGHT 126A
The sound of feet on pavement. William looks at addresses,
hustling to the Daily News office.
126B INT. DAILY NEWS COPY STATION — NIGHT 126B
William tears pages from his notebook and feeds them into the
large and clunky earliest model fax machine — “The Mojo.” We
hear David Bowie. “The Jean Genie.”
A127 EXT. MAX’S KANSAS CITY — NIGHT A127
William weaves, exhausted, into the Stillwater press party at
this legendary New York nightspot. The Doorman, who checks
i.d.s, sees the kid and expresses great doubt.
He’s okay, he’s with us –
Hope shoves him past the Guard, and sends him into a very mature
127 INT. MAX’S KANSAS CITY — NIGHT 127
The famous hub of New York rock and roll. A strong whiff of
decadence mixes with youthful naivete. Not a hippie in sight.
William walks through, looking for familiar faces. Overhead
we hear Stillwater. “If You Say Nothing.” The party is filled
with scenesters, long silver-haired glamsters, some British
journalists, and many hunched young skinny bodies in leather
jackets. Russell grabs him by the arm.
Ah ha! There you are, ya little fucker.
Come on —
I have some good news.
— I’ll piss to that. Follow me.
A128 INT. MAX’S BEDROOM A128
They enter the small bathroom. Russell bolts the door, faces
the urinal and pees. His own music throbs in the next room.
Dennis Hope took me aside, and wants
to manage Me solo. Says to lose the
band by February. Should I do it? I
have no perspective anymore.
William pees in silence.
At what point do I just take the hint?
Nobody Loves this band. People like
us, do they love us?
Oh – get this – somebody told Penny
Lane I sold her for beer. The network
of these chicks! Like I would do that.
It’s Jeff who told her, right? Not
you, right? None of these guys can
just calm down and be a fuckin adult.
Now she’s here, freaking out. Leslie
can smell it.
Wait. I’ve got something to tell –
But he finds himself trailing Russell to the back room bar.
128 INT. GIRL’S BATHROOM – NIGHT – SAME TIME 128
Leslie in the bathroom. Penny enters and watches her
discreetly. They stand together, side-by-side at the mirror.
Leslie looks once, turns and then turns back at Penny. She
129 INT. BACKROOM — NIGHT 129
William sits with the band. Over Jeff’s head, Penny hangs
nearby, at the outskirts, drinking and dancing. They share a
look, feigning casualty.
You guys — you guys —
You’re gonna be on the cover of Rolling
Stunned and overwhelmed, the band waits a beat, lets it sink
in… and goes wild. Russell, stunned too, looks at the kid.
It’s big news. Jeff stands immediately, eyes moist, glass
(tears welling, instantly)
The cover of Rolling Stone. And we
made it together. They don’t just put
somebody with one little hit on the
cover of Rolling Stone Fucking Magazine,
man. We made it.
The band nods solemnly, importantly.
Damn it — I’m gonna enjoy this. The
first time I bought that magazine The
Beatles were on the cover. Four of
them. Four of us. Together.
They begin singing the then-current Dr. Hook and the Medicine
Show hit, “The Cover of the Rolling Stone” to William.
Who is that girl? She’s creeping me
out. She’s not with any of you, is
She’s with me.
And now Leslie has confirmation. A symphony of looks, as Dick
gets to his feet and moves to confront Penny. Penny Lane’s
eyes fill and she runs out. Russell stands… and sees William
also stand. William turns and follows her. Russell stands
watching, and does not leave. We hear Elton John’s “Mona
Lisas and Mad Hatters.”
130 EXT. MAX’S KANSAS CITY — NIGHT 130
William exits as a crush of Partygoers arrives. He doesn’t
know where she is. He takes off to examine the cabs stuck in
traffic. Song continues.
He looks in the backs of cabs. None of them her.
Music continues. He runs down the streets, looking for her.
Alone in New York City.
131 INT. PLAZA HOTEL — NIGHT 131
William on the house phone.
Emily Rugburn, please.
132 INT. HOTEL HALLWAY — NIGHT 132
William approaches Suite 702. The door is open. He hears new
band voices, and sees new faces. MUSICIAN # 1 intercepts him.
Hi. I’m a friend of Penny Lane’s.
MUSICIAN # 1
Aren’t we all –
Musician types are leaving.
Where is she?
Room Service arrives. Some appetizers and a large expensive
bottle of champagne on ice.
ROOM SERVICE GUY
Can somebody sign for this?
ROOM SERVICE GUY (cont’d)
Thank you Mr. Rugburn.
Two more Musicans (English) exit the back room party. The
room is clearing out.
She’s sick. Let’s get out of here.
ENGLISH MUSICIAN # 2
She used to be so much more together.
William watches all, champagne in hand, and finds her in the
backroom. She’s addled and nearly passed out.
I’m not good at goodbyes.
She sags. He grabs the phone.
PENNY LANE (cont’d)
You’re the last of my old-time friends.
Polexia went to England with Deep
Purple… can you believe that? Even
Sapphire’s out someplace else. All
she left was her quaaludes.
Oh — wonderful.
Front desk? Please send a doctor.
Room… what room? 703. 702. Both
rooms, either room. This is Mr. Rugburn,
Yes. My wife’s had an accident with
some quaaludes. Yes – I’ll do that.
The room has emptied out. Just them, and the remnants of a
movable party that has moved elsewhere.
He struggles to get her on her feet. She tips over on her
strappy platform shoes. He struggles to untie them.
133 EXT. GRADUATION — DAY 133
The School band plays “Colour My World.” School PRINCIPAL at
And now… out graduating class! Jane
A peppy student bounds up and grabs her diploma. Elaine Miller
watches dolefully in the audience.
134 INT. HOTEL ROOM — NIGHT 134
William holds Penny in his arms. Finally she is close to him.
135 EXT. GRADUATION CEREMONY — DAY 135
Warm applause for another student who grabs his diploma. He
takes off his mortar board to flash an American flag bandana.
He raises his diploma in victory.
136 INT. HOTEL ROOM — NIGHT 136
William holds Penny Lane, and keeps her moving. It’s a sagging,
messy slow dance.
“In the unlikely event of a water
“… you will be required to wear a
“Please place all stowable luggage in
the overhead compartments… out in the
seat in front of you.”
“Seat and tray tables.”
“And seat-backs and tray-tables should
be in their full and upright and locked
137 EXT. GRADUATION CEREMONY — DAY 137
And now… out “Pending” Graduates!
William Miller… not present.
Elaine applauds her son, stoically. It is a dagger through
her heart. A sympathetic look from a nearby Mother continues
138 INT. HOTEL – NIGHT 138
They move slowly, she’s fading.
“In the tragic event of a water
139 EXT. GRADUATION – DAY 139
The Principal shares a few thoughts:
And to the class of 1973, we say —
Don’t forget to remember yourself as
you are today… Full of hope… and
the dream that everything is possible…
Remember this, twenty years from now,
when we all own home computers and we
all travel in shiny electrical cars
that move swiftly, high above the
They key to the future is keeping today
Elaine’s head lowers slowly in a sea of happy parents. The
day will never end. Mrs. Deegan slips into the seat next to
First. Release the guilt.
Please let there be only two, because
I can’t get past Number One.
Second. Leave a little room for the
other teachers in this world. He’s
out there looking for mentors.
He’s got twelve of them. They’re lined
up. He’s just tired of me.
A140 INT. HOTEL ROOM — NIGHT A140
William holds Penny. She is very woozy.
“… you will be required to…”
She is very groggy, as he holds her.
Well. Now that I have your attention.
And you may not remember this later, I
just want to make it clear that… Hey!
(she blinks, barely awake
I know you’ve heard this before. And
I have never said this to anybody, not
really – well, nobody who didn’t legally
have to say it back to me, but –
(tries to be casual)
I love you. And I have a hard time
sharing you with all of rock and roll
because I – why am I nervous? – You’ll
never remember this – HEY! –
I love you, and I’m about to boldly go
where… Many men have gone before…
He kisses her. A doctor and nurse come crashing into the room.
They push past William and pull Penny into the bathroom. He
sits on the edge of the bed, looking into the bathroom, as
they work on her. We hear Stevie Wonder. “My Cherie Amor.”
140 INT. BATHROOM – NIGHT 140
Doctor places a tube down Penny Lane’s throat. A bored nurse
holds a water-bag, lowering it to ground level.
WILLIAM’S POV INTO BATHROOM
Her feet sticking out, wriggling. He watches, as music
ON THE BATHTUB
Her amber-colored stomach contents look like a Jackson Pollack
portrait of the era, with three partially dissolved pills.
Doctor hands enter frame and remove them. Music continues.
141 INT. HOTEL ROOM – LATER NIGHT 141
The Doctor re-appears, and sits down next to William, as the
Nurse exits. The Doctor withdraws a three-page report form.
Your wife will be okay for now –
Thank you Doctor.
However, she says you’re her brother.
She’s a little confused.
The ice shifts in the champagne bucket nearby. The Doctor
sizes up the situation.
I don’t have a driver’s license. With
Tomorrow’s my wedding anniversary.
I’d prefer to take care of this without
facing the dawn at the police station.
So if you can find a way to get this
girl – your wife – back home to her
parents, I’d let you pay me anything
you can afford. Because you don’t
appear to be related to the famous
Rugburns of Rhode Island.
His eyes flick to the champagne. The kid takes a hint, reaches
over to the champagne.
The Doctor puts the champagne in his bag.
She won’t be good company, but keep
her awake for another four hours.
142 INT. AIRPORT TICKET COUNTER — MORNING 142
Song continues. William and Penny drag themselves through the
airport. He guides her to the ticket counter. Penny wears
her green coat, large sunglasses. He sorts through her many
partial tickets. They are both so tired. She shakes off her
coat — she’s suddenly very hot — and he grabs it and loops
it through her bags. She’s irritable, and ready to go home.
143 INT. AIRPORT GATE – MORNING 143
(baring her soul)
When I was 14, my Mom and her boyfriend
took me to a Rolling Stones concert –
and I freaked out and I rushed up to
the front of the stage and then a
thousand people had the same idea at
the same time and I was getting crushed.
And I couldn’t breathe and that thought
flashed through me – almost like a car
accident – I thought I might die. And
it was in the middle of “Midnight
Rambler” and Keith Richards saw me.
And he came over, and came to the front
of the stage, and he pulled me out.
And they took me backstage and they
gave me coke with ice and a – and a
lemon. And I never went home.
What about your Mom?
She always said – “Marry Up.” Marry
someone grand. That’s why she named
She named you Lady?
You never really get used to it, either.
Well — this — this just explains
He wishes it did. She rubs her stomach. It’s a rocky morning.
See you back in the real world.
See you back there.
She kisses his forehead, and takes off down the accordian
leading to her plane. She drops her coat again, bending down
to retrieve it.
Four Woman turn, but not Penny. She disappears.
144 INT. AIRPLANE – DAY 144
Penny Lane settles into her seat on the airplane. She notices
William watching from the terminal window, and waves.
Please extinguish all flammable items,
and return all seats and tray tables to
their full and upright locked positions.
She mouths along with the words. There is no one to share the
joke with. And then a few blurry memories come back to her.
She gestures to him… understanding him more fully… as he
145 INT. AIRPORT TERMINAL – DAY 145
William walks alongside her plane, moving from terminal window
to terminal window. Catching her glance again, he’s picking
up steam. What’s she saying?
146 INT. PLANE – DAY 146
She keeps watching as he runs alongside, still keeping up with
her plane. She now fully remembers, and places her outstretched
fingers on the window. She mouths the words: I’ll see you
He us running through her fingers.
CLOSE ON WILLIAM
Who can run no further.
147 INT. BAND PLANE — DAY 147
Russell and William are in mid-interview. The kid’s microphone
is out. It’s a little bit of a rough flight. William wears
the same clothes.
Why didn’t you come back to the party?
Bob Dylan showed up. He was sitting
at our table for… had to be an hour,
right? Just Rapping. Bob Dylan! I
kept looking for you. I was going to
The kid feels pain.
What happened to you last night?
It’s a log story.
A sharp jolt of turbulence. Russell begins pounding on the
card table in rhythm.
(singing Buddy Holly)
“Peggy Sure… Peggy Sue… ”
“Pretty pretty pretty pretty Peggy
A moment of laughter, and then bam. Jeff’s drink rises and
suspends briefly in mid-air. The plane takes another mighty
We shouldn’t be here.
Doris, we miss you!
Fear is creeping in around the edges. William, already an
uneasy flier, looks down.
This is Craig, your pilot. It appears
we’ve caught the edge of that electrical
storm we were trying to outrun. Buckle
up tight now. We’re gonna do our best
to getcha out of this.
The rocking of the plane worsens, as all buckle up.
(strapping in for a roller
Rock and roll.
The sky darkens abruptly. William looks up, increasingly
nervous, stares straight ahead. The plane suddenly drops and
stabilizes. Everyone is silent but Russell.
A moment later, an ashen-faced CO-PILOT emerges, balancing
himself with hands on the ceiling of the shuddering plane.
We’re gonna try to land in Tupelo.
We’re going to have to cut the inside
lighting for the next several minutes.
We found a field to land in.
The kid notices Silent Ed is rubbing a small crucifix.
I can’t breathe.
Push in on Russell. We hear a series of unfamiliar electrical
sounds. The plane screwballs through the sky.
It might be a rough set-down. We should
(cracking at the edges)
But what we do say in a situation like
this is – We would pass but before the
plane … disassembled. However, God
help us, if there’s anything you want
to say to each other, any secrets,
anything like that, now would be a
good time. But just hang in there.
We’ll get you out of this.
He returns to the cockpit. The weather worsens, as the hail
suddenly pelts the plane, and it comes down hard. Inside lights
shut off. William stares straight ahead, as the cockpit door
swings open – total chaos visible inside – and then shuts again.
And everyone thinks it’s so glamorous
He just told us we’re gonna die.
(insecurities running wild)
We’re gonna crash in Elvis’ hometown —
— we can’t even die in an original
C’mon Dennis, get us a better city.
Nervous laughter. Another sheet of hail hits the plane.
Oh my God.
PUSH IN ON WILLIAM
Just shaking. Nearly in tears. Hyperventilating.
If something should happen. I love
all of you. I don’t think we have to
do the secrets thing.
The plane shakes. Now lightening strikes very close. A
flashing wall of electricity rolls through the plane and
evaporates with a burning smell still in the air. In the
I once hit a man in Dearborn, Michigan.
A hit-and-run. I hit him and kept on
going. I don’t know if he’s alive or
dead, but I’m sorry.
(gripped with fear)
Oh my God.
The plane wildly rises, and falls. It stops for a moment. A
strange smooth patch.
I love you all too, and you’re my
family. Especially since Marna left
me. But if I ever took an extra dollar
or two, here and there, it was because
I knew I’d earned it.
I slept with Marna, Dick.
I did too.
I waited until you broke up with her.
But me too.
I also slept with Leslie, when you
You… slept with Jeff?
Yes, but it didn’t count. It was the
summer we decided to be free of all
And you say you “love me.”
I don’t love you, man. I never did.
NONE of us love you. You act above
us. You ALWAYS HAVE!!
Finally. The truth.
You just held it over us, like you
light leave… like we’re lucky to be
with you. And we had to live with it.
I had to live with you, and now I might
die with you and it’s not fucking fair.
William watches, catatonic.
(to Larry and Ed)
You hate me? You too?
Larry stares at him. Ed says nothing.
All this love. All this loyalty.
And you don’t even like me.
And I’m still in love with you Leslie.
Bam. The plane is pulling sideways, and dropping altitude.
I don’t want to hear anymore. Shut
up! Shut up! Shut up!
Whatever happens, you’re dead.
Don’t be self-righteous, Russell, not
now. You were sleeping with Penny,
that groupie. Last summer, and up
until yesterday. Why don’t you tell
Russell tries to get up and attack him. The force keeps him
in his seat. He yells. Loud.
The turbulence worsens. William finds his mouth saying
emotional words he cannot control.
“That groupie?” She was a Band-Aid.
All she did was love your band. And
you all — you used her, all of you.
You used her and threw her away. She
almost died last night, while you were
with Bob Dylan. You’re always talking
about the fans, the fans, the fans.
She was your biggest fan and you threw
her away. And if you can’t see that,
that’s your biggest problem.
Russell and Jeff stare at each other. The plane is rocking
very very hard. Leslie is crying.
They all turn to the silent drummer. (It’s his first spoken
dialogue of the movie.)
The plane pops out from below the clouds. Sunshine spikes
through the embattled windows of the plane, as they float
downwards to the city of Tupelo, Mississippi. A very very
uneasy silence fills the plane. No one can look at each other.
Out bursts the Co-Pilot, giddy with victory.
Thank God above, WE’RE ALIVE!! WE’RE
ALIVE!! WE’RE GONNA MAKE IT!!
Shot of all the occupants, ending with Russell. Suddenly, the
alternative seems far more attractive. We hear Rod Stewart’s
“Jo’s Lament” as music plays over their still-shocked faces.
148 INT. TUPELO AIRPORT CORRIDOR — DAY 148
Music continues, as they walk together like ghosts in a long
and very pregnant silence, ignoring the kid. Everything is
different now. The kid peels off and throws up in a dumpster.
We continue with the band, unhappily moving forward. William
hustles back to catch up. They ignore him. There are much
bigger thoughts in play. No one wants to speak.
Well, I think we can build on this new
Boom. Russell attacks him, and they’re pulled apart. The
band continues moving forward, arriving at a fork in the airport
terminals. William stops. This is where he must part company.
He stands at the mouth of the next terminal, as the band
continues, unaware he’s split off. He watches their backs,
they’ve forgotten him.
Then Russell turns, sensing something missing. William. All
now stop and turn. Still shell-shocked, they summon a pre-
occupied but heartfelt goodbye. William waves. Music
ON AIRPLANE DEPARTURE SCHEDULE
William’s finger finds San Francisco.
149 INT. CAB — SAN FRANCISCO — DAY 149
The kid checks the address as he arrives at the MJB Building,
and its next-door neighbor, the San Francisco headquarters of
Rolling Stone Magazine. He still wears the same clothes from
last night in New York.
150 INT. ROLLING STONE MAGAZINE — DAY 150
William arrives at the front desk, gets the once-over from a
friendly RECEPTIONIST, a paragon of new cool.
Leave your package at the desk.
I’m not a messenger. I’m one of your
writers. William Miller.
He is zombie-tired, with heavy duffel case and his orange bag.
151 INT. ROLLING STONE OFFICES — DAY 151
William walks down the center aisle. Editors and writers look
at him, standing at the front of their cubicles to see this
exhausted 15 year-old writer. At the end of the aisle, like a
human finish line, stand Ben Fong-Torres.
You’re William Miller?
The secret emerges not with a bang but with a slight and tired
nod of the head.
(putting it all together)
Ben leads him into the office of Jann Wenner, the editor-
152 INT. JANN WENNER’S OFFICE — DAY 152
William sits. Editors are feverishly discussing the next issue.
The big concerns of a national magazine are in the air.
Everyone is focused and quick. The conversation is machine-
gun like. Jann Werner turns to the kid.
We can’t run this piece.
The kid’s eyes travel to his story — a stack of fuzzy-looking
sheets on the table.
You obviously saw more than you wrote
about. After eight days on the road
with these guys.
Didn’t anything happen?
And where are you in this piece? What
did you want to write? Because this
reads like what they wanted you to
What happened to your highly-touted
think piece on limitations of a middle-
level Band in the face of success?
William sits speechless. It’s sinking in. Failure.
Conversation continues at a fast pace:
We can push up Chet’s Who cover –
Good ‘cause it’s going to take me three
days to get through this research.
It’s all handwritten, on little slips.
Plus, they all refer to woman as
“chicks.” I mean, as a woman I have a
problem with that. I know it’s a side
It’s a “puff piece.” you fell for
‘em. It happens. A relationship forms.
You want them to like you.
(wistful, chewing cigarette
Happened with me and Charlie Manson.
He was a very charming… lively…
Felton catches himself swooning. The other are staring at
him. He snaps out of it.
DAVID FELTON (cont’d)
Please let me finish it. Give me
tonight to work on it.
Chet’s piece is all fact-checked and
Get some sleep. We’ll do another story
sometime. We’ll get you a kill fee.
His research is all on little bits of
paper. Did I say that?
Ben. You told me to send what I had.
It’s not finished.
That’s being charitable.
Ben looks at the kid, then at Jann. Jann scans the kid’s face
for a beat, nods.
Let him use the big office. It’s
where Hunter used to write.
William rises, gratefully. He shakes Jann’s hand.
(pointed re: his age)
You can type.
Yes. It took it in grade school.
153 INT. BIG OFFICE — NIGHT 153
William sits in the “big” office. It’s a small white tank.
After all the sound and fury, there is only the hum of a large
electric typewriter. His research, transcripts and some band
photos sit nearby. He takes a bite of a candy bar, a sip of
coffee. He looks at the phone.
INT. LESTER BANGS’ BEDROOM — NIGHT
Crazy jazz is playing. Lester Bangs on the phone.
Aw, man. You made friends with them!
See, friendship is the booze they feed
you. They want you to get drunk on
feeling like you belong.
INT. ROLLING STONE — NIGHT
William in the empty Rolling Stone office.
Well, it was fun.
They make you feel cool. And hey. I
met you. You are not “cool.”
I know. Even when I though I was, I
knew I wasn’t.
That’s because we are uncool! And
while women will always be a problem for
guys like us, most of the great art in
the world is about that very problem.
Good-looking people have no spine!
Their art never lasts! They get the
girls, but we’re smarter.
I can really see that now.
Yeah, great art is about conflict and
pain and guilt and longing and love
disguised as sex, and sex disguised as
love… and let’s face it, you got a
big head start.
I’m glad you were home.
I’m always home! I’m uncool!
The only true currency in this bankrupt
world if what we share with someone
else when we’re uncool.
I feel better
My advice to you. I know you think
those guys are your friends. You want
to be a true friend to them?
William takes a deep breath. Looks at the research cassettes and
notebooks. The empty page.
Be honest and unmerciful.
You’re doing great. Call me later is
you want. I’m always up.
154 INT. ROLLING STONE OUTER OFFICE — MORNING 154
Ben Fong-Torres and David Felton look at William’s new
manuscript with great interest.
Read me the opening line.
“I am flying high over Tupelo,
Mississippi, with America’s hottest
band, and we are all about to die.”
(as if sampling wine)
Yeah, and it gets better.
Did this all really happen?
William sleeps restlessly nearby, mouth agape, sitting upright
in a plastic chair.
(jealously reaches for
Give it to me. I’ll call and check
155 INT. NEW TOUR BUS — DAY 155
The band rides in a new tour bus. The palpable tone in the
air is — PANIC.
Look. Let’s just piece together our
information… because the fact-checker
asked us all about different parts of
What did he write about? What’s he
It. All. He’s using it all.
We come off like amateurs… some
average band… trying to come to
grips, jealous and fighting and breaking
up – we’re buffoons!
Maybe we just don’t see ourselves the
way we really are.
He was supposed to be our friend.
I told him to write what he wanted.
All eyes look to Russell.
By the way, he has you on acid,
screaming “I Am A Golden God” from a
Oh my God.
They used him to fuck us.
(still back at “Golden
I didn’t say “Golden God.” Or did I?
We never took him seriously, and now
I liked him as a person.
He was never a “person!” He was a
Russell nods. He looks at Silent Ed, drumming soundlessly on
a rubber pad.
You. You had the right idea all along.
Ed silently nods thanks.
How about the plane flight?
It’s all in there. But don’t worry,
it’s all unspecific who say what. No
names are mentioned in the more
embarrassing sequences, it’s just
completely obvious who’s who! We’re
I forgot he was there.
Well, they haven’t talked to Russell –
he can always deny the key stuff to
the fact checker. Then they can’t
Is that true?
It’s war, my friend. If you’d met me
earlier, he would have never been on the
Dennis hands Russell the phone.
DENNIS HOPE (cont’d)
156 INT. ROLLING STONE OFFICES — DAY 156
William is still being congratulated by his new peers. We see
him woozy but beaming, as Allison the Fact Checker comes out
of her office, waving the manuscript. She works her way through
the cluster of editors.
The band just denied 90% of the story.
It’s a fabrication.
Everyone looks at William, who is speechless and confused.
Their congratulations stop on a dime. The fact checker can’t
resist twisting the knife a little.
FACT CHECKER (cont’d)
You weren’t honest. And worse, you
wasted our time.
Did you talk to Russell?
Russell Hammond is the one who denied
(one last shot, to William)
We’re going with the Who – !
The kid has been sandbagged. The machine of a big-time magazine
whirs into action on another story, as the cluster moves down
He’s just some fan… what did you
William sits there, as only David Felton stay behind,
brandishing his cigarette-holder. He sits down next to the
Well, I believe you.
He looks at the kid, decides to offer a personal parable.
Jim Morrison once came to my house and
drank a beer. The beer is still on my
mantle. I’m 35 years old with Jim
Morrison’s beer as a shrine. I wanted
to be Earnest Hemingway. Instead. I
have Jim Morrison’s beer.
(shrugs, he’s learned to
live with it)
If you didn’t make your story up, good
for you. If you did make it up… good
The kid looks at him, too tired and still in shock.
Say something, so I know you’re alive.
Powerful word. Strong. Final.
157 INT. BACKSTAGE CREW MEAL – NIGHT 157
Russell Hammond sits down on a plastic chair with a paper-plate
filled with buffet-style food – steak and baked potato.
Preoccupied, and several seats away from other crew members.
He drinks a glass of milk. Out old friend Sapphire takes the
seat next to him, holding a skimpy paper plate of vegetables.
I feel bad.
Well, at least you feel. That puts
you in a higher class of asshole.
They eat in silence. Sapphire looks around. The new breed of
groupies eye her, as they cruise Russell on the periphery.
They’re bolder, flashier. She eyes them back with seniority.
What did I do?
Well – you can do what the big boys
(he looks at her)
The girls still circle Russell nearby. He’s unaware.
You believe these new girls? None of
‘em take birth control, and they eat
all the steak.
She looks sadly at her plate of vegetables. An ever-sharp
mind in last night’s clothes, she commands Russell’s respect.
They don’t even know what it id to be
a fan! To blindly love some silly
piece of music… or some band so much
that it hurts… please, they’re all
just after the money. Shoo —
(in their direction)
Go rob a bank! It’s more honest!
Is Penny okay?
The Quaalude Incident. Yeah, it wasn’t
pretty. She could have died. I always
warned her about letting too many guys
fall in love with her. I guess I was
On of ‘em saved her life.
Well, it’s finally over with Leslie.
I’m going to call her.
Let her retire.
(he doesn’t respond)
You want to lock her up in a house in
(he doesn’t respond)
Write her a song someday. She deserves
it. Something about that girl brought
out the best in a lot of…
(looks around backstage)
… pretty average people. She deserves
Russell stares into his crew meal, nodding a little.
… because something tells me twenty
years from now, we’ll remember her…
and not much else.
Russell smiles to himself, knows it’s true. Dick passes,
placing hands on Russell’s shoulders, massaging a little.
Have a good vacation. I hope the band
stays together. Before it all went
down the shitter, it was starting to
get really good.
Dick claps Russell on the back, and moves on. He turns to
I’m not going to blame myself. I do
make people happy. They just shouldn’t
get to know me… ‘cause it appears to
Don’t be so easy on yourself.
What gives you the right to get this
personal with me.
Let’s not reminisce.
158 INT. SAN FRANCISCO AIRPORT — NIGHT 158
William moves like a zombie through the airport, and collapses
in a seat. He sits still in the crowded flow of human traffic.
A cluster of Flight Attendants pass. One stops, a stylish young
woman wearing a tall bubble-shaped PSA hat with swirling colors.
He looks at her. He feels like he’s on Mars, and she looks
like a Martian.
You guys this is my brother!
MALE FLIGHT ATTENDANT
(ad if meeting a celebrity)
William looks woefully at them, like a dog who’s been hit by a
You guys, I’ll deadhead back later. I
think I’m needed.
MALE FLIGHT ATTENDANT
Nice to finally meet you.
You have a good day!
Anita looks in her brother’s face.
You look awful, but that’s great.
You’re living your life! You’re finally
free of… her.
Hey. I’ll take off work. Let’s have
an adventure together. You and me,
finally. Anywhere you want to go.
Anywhere in the world.
159 EXT. WILLIAM’S HOME — DAY 159
William whistles the family whistle. Sister and brother trudge
up the steps.
This is not my idea of a good time.
Just get me to my bed.
I’ll deal with her.
William whistles again. Mom meets them at the door. She looks
at her trashed son who has finally come home. For the first
time, she hugs Anita first, and it’s not lost on Anita.
It’s a clumsy neck-hug, neither wanting to commit. The kid
passes to his Mother’s left, with suitcase, intentionally
nudging her into his sister. Anita takes this as an aggressive
act of love, and hugs her mother back. Tears stream down Mom’s
face. Their cheeks touch. Mom pulls away, and sees her own
tears on Anita’s face. Thinking that she’s also crying, she
grabs a tissue for them both.
160 INT. ELAINE’S HOUSE — CONTINUOUS 160
The kid stands in the hallway listening, shaking his head,
poised to enter his room, unseen by them.
What are we going to do about him?
I don’t know. Whatever happened to him, I
just wish it could have happened to me.
The magazine killed his story.
Now they really hug, Anita gulping back real tears. William
watches them bonding over the oddest thing – his failure.
William goes into the bedroom, the final three feet to sleep,
and shuts the door. A hand places a hotel sign on the door –
DO NOT DISTURB. Slight push in.
He collapses with all his clothes on, almost instantly asleep. His
walls, just as he left them, boast a pantheon of rock heroes…
with a very lonely Abraham Lincoln (or Atticus Finch) in the center.
161 INT. ROLLING STONE OFFICES — DAY 161
The elevator doors ding open, and out walks Russell Hammond.
The Secretary has just finished answering the phone, “Straight
Arrow Publishers.” She puts the caller on hold.
Hi, I’m Russel Hammond.
You’re here regarding?
162 INT. EDITORIAL OFFICE – DAY 162
Russell stands with the editors, observing the fine portraits
on the walls. He’s behind enemy lines, and he knows it.
Everything in the room fascinates him.
I don’t care what happens. I don’t
care if you put us on the cover. But
you sent us a kid and… and he was a
fan. And we all made friends with
him – absolutely, to get a good story.
But then we actually liked him. We
thought he’s… show us our lives in
some mythic way and I guess… we’re
not mythic. We panicked.
You denied most of the story.
Yeah, well, here’s the problem with
the truth. It’s too true –
Well, we appreciate the visit. The
last time an artist came here, it was
Buddy Miles and he punched me.
I’m not punching anybody. I am
personally, as of 2 pm yesterday, on a
voyage of self-reinvention. This is
about William Miller.
(counting off fingers)
He lives with us, he lost his virginity,
he saw us at our worst, appreciated
our best, he saved two lives, including
mine… he smuggled about a half-pound
of pot into Boston, and we never even
told him –
Nearby, David Felton looks at another editor, raising an
— we told him too much, we told him
everything… He almost died with us
over Tupelo… if the band survives
him, it’ll be a miracle… but you
know, he tried to keep up, and that’s
a journalist to me.
It’s too late. We’re going with a
But Russell looks around at the numerous portraits if dead
legendary rock stars, fixing on the one photo closest to all of
them, a very vulnerable-looking Janis Joplin. A second thought.
You tell me it’s too late. But I could
go back to my hotel room and… and
O.D. tonight and something tells me
you’d find a way to put me on the cover
of the next issue. Am I right?
He looks at their faces. They cannot disagree.
I’m learning the game.
We fucked up. We made friends with him.
Next time we’ll all be more
(beat, an odd thought)
But God forbid, the day comes when
selling yourself is as important as
the music you make.
(rueful, to Hendrix on the
You might have died at the right time,
Thank you for visiting. Good luck.
Do what you want, but the story is
LONG SHOT RUSSELL
at the entrance. Raises his hand.
162A EXT. SAN FRANCISCO – DAY 162A
Russell stands outside, a traveling man with no where to go.
Oddly, and in a way that surprises him, the world begins to
speak to him again… little noises everywhere, turning into a
music of its own. It’s a beautiful and compelling “silence.”
He thrusts his hands deep in his pockets, and takes a breath
of life. His head filling again with the music of the world,
he begins to walk down the street. Very naturally, and quite
randomly, he is noticed by young passersby. They can’t help
it. He looks like a star. They can’t quite figure out who it
is, but it’s someone, and they begin to follow him down the
street. Unbeknownst to him as he walks along, deep in thought,
a small crowd begins to form… following him.
163 INT. BREAKFAST TABLE – DAY 163
A quiet kitchen. Anita has been cooking. A substantial
breakfast has been placed on the table. Sausage, orange
juice… and now Anita sets down a plate of pancakes, with
syrup and butter, in front of her mother. William watches his
mother facing an old enemy – white sugar.
They’re called pancakes. Who knows
when we’ll be together again. Splurge.
It’s what most people call breakfast.
Mom looks at her children, and takes a breath.
I went through your records. And I
found a song to play for you.
She goes to the stereo and puts on a record. The two children
eye each other – what’s coming next? (Song to be chosen)
The two kids eye each other again. Self-consciously avoiding
their gaze, Mom sits and toys with her breakfast. It’s a song
she clearly wants them to hear. It’s a song from the heart.
They look at her, amazed. Elaine looks up, regards her family.
Somehow they’re back at this table. They continue eating
164 ON SIDEWALK 164
Bam. A bundle of bound Rolling Stone Magazines lands on the
newsstand pavement with a thud. Someone reaches in to cut the
cord, as the magazines puff up into view. It’s the new issue,
with Russell Hammond on the cover. The title: Stillwater Runs
Deep. Just another stack of magazines waiting to be places in
Music segues to Led Zeppelin’s “Four Sticks.” Penny Lane’s
sleeping Polaroid shots of our characters, featuring a few