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Hudson Hawk Movie Script

Writer(s) : Steven E. De Souza, Daniel Waters

Genres : Action, Adventure, Comedy, Crime

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                            HUDSON HAWK



                           Screenplay by

                        Steven E. de Souza


                           Revisions by

                            Dan Waters


                   Based on an original idea by
                    Bruce Willis & Robert Kraft





     A Silver Pictures/Flying Heart Films      June 14, 1990
      Production





     NOTE: THE HARD COPY OF THIS SCRIPT CONTAINED SCENE NUMBERS
     AND SOME "SCENE OMITTED" SLUGS. THEY HAVE BEEN REMOVED FOR
     THIS SOFT COPY.




     FADE IN:

     EXT. VINCI COUNTRYSIDE - RENAISSANCE - DAY

     Beneath a jawdroppingly storybook castle, a small
     Renaissance Fair with florid awnings, demented ACROBATS
     and roaring puppets is unfolding.

     RUSTIC FARMERS and their families rumble with enjoyment
     at the Sabbath afternoon entertainment.

     Encircled by children, A JUGGLER WITH AN UNFORGETTABLY
     ETCHED FACE elegantly plucks the red balls from a pouch
     on his mule.  As he begins to juggle, a LOUD EXPLOSION
     is heard, causing him to ungracefully drop his balls
     and collapse in a heap.

     Everyone at the fair, including the puppets, looks up.

                             UNFORGETTABLE JUGGLER
               Leonardo, che pazzo.

     The juggler shakes his fist up to a swish pan that swings
     up toward a smoking window of the awesome castle...

     INT. ROOM OF THE GOLD MACHINE

     where the charismatic LEONARDO DA VINCI laughs down at
     him.  Da Vinci wears a pair of very early, very cool sun-
     glasses with his trademark beard.

     He turns and loses his smile, something extraordinary
     reflecting off his glasses.  Removing his shades, Da
     Vinci moves to the Something, a gloriously incredible
     machine.  The opening CREDITS REVEAL its dazzling idio-
     syncrasies.

     TWO COUGHING APPRENTICES haplessly try to disperse smoke
     from the still billowing, mysteriously spectacular
     Machine.  Mirrors attached to parts of it reflect beams
     of light which cut through the smoke like a Renaissance
     laser show.

                             DA VINCI
                       (silencing authority)
               Basta vapore.

     The apprentice throws a lever.  A shunt near the furnace
     turns.  Steam escapes upwards.  The machine immediately
     slows down.  Da Vinci oh-so-gently coughs and moves for-
     ward with tongs.

     A LITTLE TROUGH - IN THE MACHINE'S INNARDS

     comes to a trembling, mystical halt.  Right behind this
     trough is a CONPLEX POLYHEDRON CRYSTAL as intricately
     modulated as any Rubik stocking stuffer, but much more
     dazzling in beauty.  It gleams like a jewel in the yellow
     glow which pours from a PLEASANTLY GRINNING DEMONHEAD into
     a trough--a glow of heat--and something more than heat.

     The tongs enter the frame.

     Da Vinci brings the object closer to his face.  A murmur
     goes up from the awestruck apprentices as the Master
     peers at the smoking yellow bar.

                             APPRENTICE TWO
               Maestro, che meraviglia!

                             APPRENTICE THREE
               Lei e' proprio fantastico!

     Da Vinci's pride goes dead as the implications hit.

                             DA VINCI
               Lasciatemi, solo.  Solo!

     The apprentices scurry out.  Mind reeling, Da Vinci turns
     his back to the viewer, before a wall of frescoes.

                             DA VINCI
               L'ho fatto.

     Spinning back around, using the edge of his cloak, Da
     Vinci pulls out the large gleaming crystal with a pop.

     INT. DA VINCI'S WORKSHOP

     With an accompanying blast of smoke, Da Vinci bursts
     through some double doors into his workshop, sadly
     reflecting upon the crystal in one hand and the tonged
     bar in the other.

     His workshop is a spendiferously enigmatic blend of
     laboratory and studio; On a table in the foreground is
     a fresh clay equestrian statue; a large VOLUME of
     sketches, the inkwell nearby; a MODEL of what looks like
     a HELICOPTER; Da Vinci flings the tonged bar on the table
     among these goodies.

     Pocketing the crystal, Da Vinci meanders through his work-
     shop casually tinkering with various experiments.  He
     snaps his fingers at a BATHING SUITED APPRENTICE, wearing
     a diving helmet prototype.  The Apprentice jumps into a
     pool of water.

     Leonardo next stops at an easel displaying a finished-
     except-for-the-mouth portrait of Mona Lisa, who happens
     to be seated in a stool before the easel.  She broadly
     smiles, revealing the worst dental work of her epoch.
     Da Vinci shakes his head and moves out onto a

     EXT. CASTLE TERRACE

     A FLYING APPRENTICE sails past Leonardo in a bat winged
     glider, enthusiastically shouting.  Da Vinci grins back
     until he touches his pocket.  He pulls out the crystal
     and, after a beat, angrily twists it apart into two
     separate, geometric pieces revealing a small intricate
     mirror.  He quickly folds the surprisingly shapable
     geometric pieces.

     Calming down, Da Vinci looks from the three components of
     the crystal to each of the three unfinished works on the
     table in his workshop.  He ponders then looks back out to
     the Vinci vista.

     The bat winged glider DISSOLVES into:

     A HAWK

     who is revealed to be flying over Sing Sing prison.

     INT. A SING SING PRISON CELL

     The shadow of the hawk passes through a cell window, over
     the face of EDDIE HUDSON HAWKINS causing him to break out
     of an eye-closed trance.

     Before the viewer can get a good look at him, Hudson
     Hawk turns to an oddball version of the "Mona Lisa" that
     has his face and tears it off the cell back-wall.

     INT. PRISON BLOCK WALKWAY

     TWO PRISON GUARDS, One WISE and BLACK, the other YOUNG
     and GREEN march down a cell block.  The Former is smoking
     a pipe which the Young Guard lights with a lighter.

                             WISE GUARD
               We're losing our biggest celebrity
               today.

                             YOUNG GUARD
               You're kidding, Petey the Paint
               Thinner Killer is getting paroled?

                             WISE GUARD
               Not that slime, you Fizzhead.
               Hudson Hawk.  The last of the
               great cat burglars.

     INT. PRISON CELL WALL

     A hand tears down a picture of a happy Hudson Hawk and
     a LITTLE MONKEY, identically dressed in black cat
     burglar gear.

     THE BLOCK

     The Wise Guard and the Young Guard rumble forward.

                             WISE GUARD
               As a thief, Hawk was a poem.
               Iambic fucking pentameter.  You
               know, Crime used to have a little
               class.  A hundred reporters were
               here when he came in, now they're
               probably out covering some tired
               crack gang war...

     The Guards approach Hawk's cell.  Hawk, with his back
     turned, hefts on a nifty blazer.

                             HAWK
               Remind me to fire my publicist.

     The Wise Guard chuckles as the Young Guard fumbles with
     his key-ring.

                             YOUNG GUARD
               Darn, these are for L-block...

     Hawk's hand reaches through the bars and grabs a pipe
     cleaner from the Wise Guard's pocket.  Then the lighter
     from the Young Guard's pocket--BURNS OFF the fabric fuzz
     with the lighter beside it--bends the now blackened
     wire--and with a quick turn of the wrist uses it to
     UNLOCK the door.

                             YOUNG GUARD
               - go back down to security and-

     He stops, dumbfounded, as the door clunks open.  The
     Guards double-take as Hawk, finally in full view, struts
     past them, down the hall.  The Guards hustle to catch
     up.  The wise guard puts his finger in the air and
     sarcastically pretends to be stung by the heat emanating
     from Hawk.

                             WISE GUARD
               Guess this means, Hawk, you'll
               be able to let yourself back in...

                             HAWK
               Never happen.  Bet.  Ten bucks.

     Hawk and the Wise Guard hit fists, half-smiling.  Hawk
     unfolds the painting.

                             HAWK
               Oh, give this back to Petey in A
               block.  Tell him it was a sweet
               gift, but I think he got some
               wrong ideas about our friendship.

                             YOUNG GUARD
               The Paint Thinner Killer did
               this?  I think you picked a good
               day to get out...

     The trio comes to the final checkpoint.  Hawk takes a
     deep breath.

                             WISE GUARD
               Hope I lose the bet.  Have that
               cappuccino on me.

                             HAWK
                       (flipping him the
                        pipe cleaner)
               You got it.  A double.

     EXT. OUTSIDE THE PRISON--DAY

     Hawk strides to the Massive Sliding Concrete Door/Wall
     between him and freedom.  As music crescendos and
     Hawk glows his first smile, the door opens to reveal two
     Mafioso brothers, CESAR and ANTONY MARIO, the latter
     sitting upon the hood of a tinted window Lincoln
     Continental.  Cesar is of cool, hair-slicked-back
     attitude, his scumbag brother is not.

                             ANTONY
               Welcome back, buddy ol' pal.
               We've got a proposition...

                              HAWK
               Answer's no, not even if you
               bathe.  Cesar Mario, Antony Mario,
               how's the "Family?"  Kill any
               monkeys lately?

                              CESAR
               How many times do I have to say
               it?  I didn't put the hit on
               Little Eddie... Never had anything
               against that kooky chimp.  I
               actually found him, "endearing."

                             HAWK
               Sure.  Face down.  Two endearing
               shots to the back of the head.
               That's your mark, man.  What did
               Little Eddie ever do to...

     Smouldering, Hawk struts off.  Cesar takes a black
     canvas bag from a SCARFACED DRIVER and hustles up to
     Hawk.  The Lincoln rumbles behind them, Antony riding
     on the hood.

                             CESAR
               You're hitting Rutherford's
               Auction House.  Easy as my
               brother's wife.  Directions are
               in the bag.  Just open the seventh
               floor safe and take out the
               thingie...

                             HAWK
               Or you cut off my thingie.
               Directions even your brother
               would understand.
         
                             ANTONY
                       (defensively)
               Yeah, directions even I could
               understand.

     The car squeals to a stop.  Antony bounds off.  Cesar
     shove-throws the canvas bag into Hawk's unwilling
     hands.

                             CESAR
               Hawk, you're a great thief.  Got
               set up, did some time, nothing to
               be ashamed of.  Don't give me a
               sonata about you always just
               really wanted to settle down,
               open a hardware Store and sell
               spatulas...

                             HAWK
               If the Mario brothers weren't
               Jersey's third largest family,
               I'd say kiss my ass.  But
               considering your status, I'll
               say slurp my butt.

     Hawk fiercely push-shoves the canvas bag back into
     Cesar's hands.

                             CESAR
               What's your favorite sport, Hawk?

                             HAWK
               Baseball, why?

     Antony opens the back door of the Lincoln and says
     "Baseball."  He is handed a baseball bat.  Hawk backs
     up as Antony moves threateningly toward him.

                             HAWK
               I meant, ping pong.  Listen, I'd
               rather go back in than whore for
               you...
                       (stopping)
               Oh, I need to borrow ten dollars.

     A PRISON GUARD from above turns as not to be a witness.
     Hawk feebly calls up to him.

                             HAWK
               Help?  Police?

     Antony swings at Hawk, who pretends not to notice until
     the last second.  Hawk ducks and slam-kicks his calf.
     Antony crumples, using the bat as a crutch.  Hawk boots
     up the bat for a two-handed catch then savagely pivots
     it across Antony's face, knocking him into the backseat
     of the car.

                             CESAR
                       (unfazed)
               You need some time to think.
               That's cool, but next time, I'm
               not going to say "Please."

     Cesar floats into the backseat.  The Lincoln takes off.
     Hawk seethes...

                             HAWK
               I don't believe this.  I've been
               out forty seconds...

     A BACKFIRE rings out.  Hawk hits the ground, thinking
     it is a gunshot.

     HAWK'S ON THE GROUND P.O.V.

     A gasping 1960 Caddy comes to a stop and a pair of a too-
     fancy-to-be-tasteful shoes comes out.  Hawk looks up to
     see ALEX MESSINA, his older, maybe-maybe-not-wiser best
     friend.

                             ALEX
               That's the first thing I did.
               Smooch the ground and taste the
               freedom.  Sorry I was late.  Miss
               anything?

                             HAWK
                       (getting up)
               Your timing, and your shoes, are
               impeccable...  Good to see you,
               Alex, been having a lousy day.

                             ALEX
               Lousy day?  The man's getting out
               of prison and he's having a
               lousy day.  What, you missing out
               on the Cell Block Water Ballet
               pageant?  Believe me, it's
               overrated.

     Hawk pauses to say something, then just hugs Alex.

                             ALEX
               Where's the kiss?  No tongue this
               time, I promise.

     A laughing Hawk gives Alex's stomach a slap before
     getting in the car....

                             HAWK
               Looks like you've been expanding
               your...

                             ALEX
               Don't say it, Hawkins.  I'm
               incredibly sensitive about my
               fucking figure.

                             HAWK
               My next word was gonna be
               "consciousness."  Swear to God...
               tubby.

     EXT. THE ROAD INTO HOBOKEN--DAY

     The Caddy thunders past a sweet Manhattan view. "Come
     Fly With Me" is playing on the radio.  Hawk casually com-
     pletes an intimidating hand puzzle.

                             HAWK
               That's your definition of "Hard?"

                             ALEX
               Show off.  Hey, boss tune.  "Come
               Fly with Me."

                             HAWK
               Three minutes, 51 seconds.

                             ALEX
               Still do the puzzles, still know
               the running times of songs, and
               I'll bet you're still the best
               damn cat burg--

                              HAWK
               Not anymore.  Now I'm the laziest
               damn cat burg--I'm going to take
               it so straight that I won't tape
               a Mets game without the expressed
               written consent of the National
               Baseball League.

                             ALEX
               Now that you're born again,what
               do you wanna do?  Statue of
               Liberty?  Entertain some ladies?
               Miss Saigon tix?  Seduce some
               women?  Play Nintendo?  Bone some
               chicks?

                             HAWK
               Come on, Alex, let's just get to
               Alex's.  Your bar's the only
               place that's going to cheer me.
               God, I'd kill for a damn
               cappuccino.  What the hell's a
               Nintendo?

                             ALEX
               Oh man, you still got a thing for
               those unmasculine European coffees?
               Who's your buddy?

     Alex pulls a styrofoam cup from a paper bag.

                             HAWK
               The man knows, the man knows!

     Hawk takes off the cap with a stimulating whiff.

                             ALEX
               So Mr. Coffee, what went down
               outside the prison?

                             HAWK
               Oh, not much.  Mario Brothers want
               me to do a job.

     Alex brakes and cappuccino flies.  Hawk half-heartedly
     tries to lick up with his fingers.

                             ALEX
               Those dago-guinea-I can say
               this shit I'm Italian-wop
               motherfu--

                             HAWK
               Ah, had the perfect amount of
               foam.  Just get me to the bar...
               It's the one good thing in my
               life that'll never change....

     EXT. OUTSIDE ALEX'S BAR--NIGHT

     The Guys move through the personably Jersey face of the
     bar.  The Empire State Building beams in the background.
     Sinatra cuts off.

     INT. ALEX'S BAR--NIGHT

     It's changed.  Hawk and Alex enter into what has become
     the ultimate pseudo-art deco-fern littered-nightmare,
     packed with noisy, INSUFFERABLY SELF-ABSORBED YUPS.
     A violently erotic and pretentious video plays upon
     elevated T.V. sets set up all around the place.

     Hawk's mouth gapes as he drifts by a sickening COUPLE
     toasting wine coolers, and two very YOUNG BROKERS high-
     fiving each other after missing a dartboard.

                             ALEX
               I didn't know how to tell you.  A
               couple brokers stopped in for
               Stoley Spritzers one night.  Next
               thing I know Fast Track Digest
               votes us "Watering Hole of the
               Month."  Now, I'm shopping for
               Aqua Salmon wallpaper.

                             HAWK
               I read about these people in
               Newsweek.  Where's all the
               regulars, Crazy Jeff Cava, the
               Todd sisters, Indian Joe?  Where's
               Ed Kranepool's autograph?  Captain
               Bob's steering wheel?

                             ALEX
               Hey, get this irritable guy a
               cappuccino.  I gotta go be a boss.

     Alex lifts a piece of the bar and moves behind it.
     Snatching up a menu, Hawk calls out...

                             HAWK
               This is Pizza?  Reindeer Goat
               cheese?  I admit, I've been known
               to go wild and order a Canadian
               Bacon in my time, but..

     Hawk lights up a cigarette.  A TORTOISE SHELL NON-SMOKER
     immediately turns to him wearing a "Yes, I mind if you
     smoke" button.

                             TORTOISE SHELL NON-SMOKER
               Can you read.... smoker?

                             HAWK
               Can you take a sunrise and
               sprinkle it with dew?

                              TORTOISE SHELL NON-SMOKER
                       (Huh?)
               No.

                              HAWK
               The Candy Man can, Felix.  You
               know, I thought this was a country
               where you could do any stupid
               thing you wanted; drive to work
               naked, make love to a V.C.R.
               Guess I'm wrong.  Maybe that's
               why I became a serial arsonist.

                             TORTOISE SHELL NON-SMOKER
               Hey, it's okay, big guy.  Smoke
               all you want.  Have mine....

     The Non-smoker fumbles out a pack of cigarettes and
     flees.  A cappuccino in cup and saucer slides down the
     bar saloon-style.  A smiling Hawk picks it up, turns away
     from the bar and closes his eyes, bringing the cup to his
     lips until a POLICE BADGE swirls into frame and splashes
     into the cup, splattering coffee over Hawk's blazer.

                             GATES (O.S.)
               You're under arrest...

     Hawk makes eye contact up to a crude, coarse, and
     cackling island of a man, OFFICER GATES, amid the sea
     of oblivious and self-obsessed yuppitude, standing by
     a table.

                             GATES
               Have a seat.  Good to see you,
               buddy ol' pal...

                             HAWK
               The pleasure's all yours, Officer
               Gates.

     BACK OF THE BAR

     With concern, Alex watches Hawk sit at Gates' table.

     GATES' TABLE

     Gates pillages a plate of spaghetti and meatballs with
     terrifying precision.  Hawk tosses the badge onto the
     food.  Gates eats around it.

                             GATES
               Why do you show your parole
               officer such disrespect?
               Especially after I got you such
               a nice job.

                             HAWK
               What job?

     Gates pulls up the black canvas bag and puts it on the
     table.

                             GATES
               The auction house, asshole.  One
               night's work and you're free like
               no ex-con's ever been.  No
               checking in with a shrink, no
               community service teaching
               retards how to play air hockey.
               It's a great deal, I can't lie.

                             HAWK
               The only thing you can't do is
               get sex for free.  I know I was
               in prison for like basically the
               80's, but, call me daffy, aren't
               you supposed to stop me from
               committing crimes.  You know,
               Book-em-Dano, Call-for-backup,
               Give-a-Hoot-Don't-Pollute.

     Gates thunders out of his chair and moves around to sneer
     down at Hawk.  Behind Gates, on the T.V. screens, are
     analogous images of DISGUSTING ANIMALS AND MONSTERS.

                             GATES
               You wouldn't be out if it wasn't
               for me!  I did dog and pony for
               you!  You think they would have
               let you out after what you did,
               you told the board members they
               looked like the Three Stooges...

                             HAWK
               How was I supposed to know they
               were women?  Besides one of them
               was bald and kept saying
               "Soitinly."

     Gates simmers into his seat with a self-control smile.

                             GATES
               Remember that guy in the cell
               next to you who hung himself?

                             HAWK
               Yes.

                             GATES
               Remember that shoe you lost...

                             HAWK
               Uh, yeah.  Cut to the chase.

     Gates pulls up a shoe and puts it on the table.

                             GATES
               One phone call and your shoe
               will become a piece of evidence
               and that suicide'll become a
               murder.

     Hawk bobs under the table and up.

                             HAWK
               What else do you got under there
               ... I don't want to be rude, but
               this is all pretty lame.

                             GATES
               That's the beauty.  It's bullshit,
               but I can make it stick because
               I'm a good guy parole officer and
               you re a bad guy who's about to
               find out that there's a thin line
               between ex-con and escape con.

     Alex suddenly approaches the table.

                             ALEX
               How is everything tonight, sir?

                             GATES
               Beat it, Alex.  You're a dinosaur.

                             HAWK
               Alex, did you know this ape was
               going to be here...

                             ALEX
               Sure.  That's why his meatballs
               are made out of marinated Chuck
               Wagon.

                             GATES
                       (mouthful)
               You're full of shit.

     As Alex speaks, an eating dog is on the screens.

                             ALEX
               No, man, actually you are.  Just
               add water and it makes its own
               gravy.  Keeps your teeth healthy
               and your coat shiny.

     Gates grabs the shoes and races off, gagging.  Hawk gets
     up to laugh next to Alex.  Their laughter dies as they
     turn to look at the black canvas bag left on the table
     between them.

     INT. BACK ROOM--DAWN

     Hawk stares mournfully at a black and white photo of a
     monkey-sized chalk-outline on a city street.  Behind him,
     Alex pulls out blueprints from the black bag.  Sinatra's
     "Witchcraft" blares on the radio....

                             ALEX
               Hmmmm.....

                             HAWK
               Yo Pandora, quit hummm-ing... look
               at this.

     Hawk is rummaging through stockpiled remnants of an old,
     "true" bar.  Round lamps, tacky mirrors, pictures of Hawk
     and the Regs at the bar.  Managing a weary smile, Hawk
     lifts a ship steering wheel, while Alex puts on a pair of
     granny classes and pulls out blueprints.

                             HAWK
               It's Captain Bob's steering wheel!
               Remember when the Captain.....

                             ALEX
               Hmmm, nasty little safe on the 7th.

     Hawk nervously picks up a Rubik's Cube and holds it
     behind his back.  He brings it back around, completed.
     Sighing, Hawk drops the cube and rubs his scalp.  Alex
     starts rubbing his stomach.  They pace in pre-job
     syncopation and speak rapid-fire.

                             HAWK
               The safe's a Simpson 71.  Last
               time I played the game, Simpson
               only had a 40.

                             ALEX
               Just means it'll take you an extra
               31 seconds to seduce.  You re
               still the best, I know it.

                             HAWK
               But you got three guards who...
               Shit, what am I doing?  Where's
               the want ads?  Gonna sell some
               spatulas.

                             ALEX
               Hey, I'm sorry, man.  I'm putting
               out a fire with kerosene.

     Alex gives Hawk a consoling two-hand-shake then jumps
     back to reveal he has put Hawk into thumbcuffs.

                             HAWK
               This isn't funny.  I'm not into
               this.  I...

                             ALEX
               There goes five seconds...My
               record's eighteen.

                             HAWK
               You're not...LISTENING!

     Out of annoyance, Hawk breaks out of the cuffs and
     violently throws them at Alex, who sits down a little
     wounded.

                             HAWK
               I'm sorr--Goddamn Mario Brothers.
               Goddamn Gates.  Goddamn Rutherford
               Auction House.  By the way, how
               many seconds?

                             ALEX
               Rutherford Auction... that name...

     Alex jumps up excitedly and then convulses in pain.

                             HAWK
               Alex!

                             ALEX
               Don't wet your diapers.  I'll have
               to change them.  "Witchcraft."
               What's the running time?

     Alex flops down behind a work table before a wallfull of
     drawings of different kinds of vaults.  He sets himself
     up for an insulin injection.

                             HAWK
               3:48.  I can't get you involved,
               man.  This is my sewage and...
                       (re drawings)
               God, you love all this, don't you,
               you bastard.  Haven't you ever
               heard of stamp collecting, or
               curling?

     Hawk leans in and administers the shot of insulin to
     Alex.

                             ALEX
               I'm in.  Have you seen the public
               service announcements for Diabetes.
               We can ride horses, play LaCrosse,
               and knock off auction houses.  I
               got a plan.  You won't have to hail
               Cesar or Gates.

     Hawk collapses next to Alex, resigned to his fate.

                             HAWK
               I'm a bum.

     EXT. NICE, BUSINESS NEIGHBORHOOD--NIGHT

     TWO GRUBBY DERELICTS, one pushing a shopping cart, the
     other inside it, situated atop the usual two Glad bags.
     They are drunkenly warbling "Witchcraft."  IMPECCABLY
     DRESSED NIGHT-LIFERS give them a wide berth.

     Our derelicts pass beneath a MASSIVE RED CANOPY of a
     distinguished eight story edifice, upon which is written
     RUTHERFORD'S AUCTION HOUSE.  A DOORMAN shoos them away...

     A NEWSPAPER TRUCK pulls up in front of the Auction House.
     The Driver pops out with a bundle of papers and moves to
     a Dispenser on the corner.  The Bums wheel around the
     truck.  The Driver loads the papers and bounds back.

     The Truck pulls away from the corner.  The shopping cart
     rolls off--the bums nowhere to be seen.

     The Truck turns the corner, revealing the derelicts
     climbing up the back of it, with Glad bags around their
     necks.  The Truck moves toward an enclosed Walkway Bridge
     that connects the Auction House with another Building.

     Launching low-tech grapples, the Vagrants latch them-
     selves onto the Walkway window as the Truck passes
     beneath.

     AT THE WINDOW

     The viewer's viewpoint moves into a tighter view of the
     dangling derelicts, revealing them to, of course, be Hawk
     and Alex.  Getting a footing, on the small window ledge,
     each man cuts a hole in the window while holding onto a
     plunger.

                             HAWK
               Whoa, you better cut a bigger hole
               than that.

                             ALEX
               Hey, you promised......Don't worry,
               I'm wearing my girdle.

     INT. INSIDE THE WALKWAY WINDOW--NIGHT

     Hawk and Alex come through their window holes.  Hawk
     immediately flattens himself against a wall, whisper-
     ing...

                             HAWK
               Cameras?

                             ALEX
               No need.  Guards' station's right
               there.

     Alex points to an open doorway just down the hall where
     laughter and shadows emerge.  Hawk tries to flee, but a
     grinning Alex pulls him toward it.

     Hawk and Alex slide across the wall to a closed room
     marked POWER, which is right next to the open Guards'
     Station.  The viewer's viewpoint moves past Hawk and
     Alex lock-picking into the Power room to...

     INT. THE GUARDS' STATION

     Two Security Guards sit before a console of seven
     security screens still chuckling over an unheard joke.
     Wires coming out of the security console run across the
     floor and through the wall into...

     INT. THE POWER ROOM

     The wires go up to a row of seven humming, RECORD button
     flashing V.C.R.s.  Hawk and Alex stand before them,
     sharing a cig.

                             ALEX
               They record everything their
               video surveillance takes in...

                             HAWK
               Yes, master-thief, I can see that.
               You said something about a plan...

     Alex presses the REWIND buttons on the V.C.R.'s.

                             ALEX
               Am I boring you, smartass?  Watch.
               A little rewind and re-wire action
               and the Guards are going to be
               watching a rerun and miss out on
               our exciting episode.

     Alex pulls from a nearby shelf six tapes marked MONDAY.

     INT. SEVENTH FLOOR AUCTION AUDITORIUM--NIGHT

     Moving beneath a video camera and a dazzling Set of
     Hanging Horse Mobiles, a Heavyset guard, BIG STAN, moseys
     through the dimly lit main auction house auditorium.  The
     auditorium chairs are strewn out in the middle beside a
     turbo Floor Washer.

     Next to a painting of Happy Children Riding Horses at the
     back of the auditorium stage, Big Stan hefts himself upon
     a comparatively TINY BLUE CHAIR and begins to tip back
     and snooze.

     INT. GUARDS' STATION

     The Security Guards look to the seventh floor screen to
     see an unfolding shot of Big Stan mid-snooze.

                             SECURITY GUARD ONE
               Check out Big Stan...
                       (walkie-talkie)
               Big Stan!

     THE AUCTION AUDITORIUM

     Startled by his walkie-talkie, Big Stan falls back on the
     little chair, crunching it to the ground.

     THE FIRST FLOOR

     The laughing security guards see the crunch.

     INT. THE POWER ROOM

     Alex puts the last of the Monday tapes into a V.C.R.

                             ALEX
               You got about five minutes and
               change.

                             HAWK
               5:32.  "Swinging on a Star."

                             ALEX
               You know they invented something
               while you were inside.  Called a
               watch.

     A freight elevator pings.  Hawk opens it up as the music
     of "Swinging on the Star" kicks in on the soundtrack.

                             HAWK
               "A mule is an animal with long
               funny ears."

                             ALEX
               "He kicks up at anything he
               hears.

     Hawk crams himself into the freight elevator with his
     Glad bag.  Strenuously upbeat Ray Conniffesque singers
     continue to sing the song, orchestrally accompanied, when
     Hawk isn't.

     INT. THE FREIGHT ELEVATOR

     Hawk takes over the song, sardined in the elevator.

                             HAWK
               "Or would you rather swing on a
               star, carry moonbeams home in a
               jar."

     POWER ROOM

     Alex goes up to a Circuit Box and pulls down two large
     Switches.  The soundtrack singers continue to warble.

     THE GUARDS' STATION

     The lights of the floor wobble and die.  The console
     screens blink off.  The Security Guards stop laughing.

                             SECURITY GUARD TWO
               Hell-o.  Check the Power room,
               bud...

     Security Guard One harrumphs into a standing position...

     POWER ROOM

     Alex speedily hooks and rehooks the backs of the V.C.R.S.
     They now all have their PLAY buttons lit up.

                             ALEX
               swing on a star, carry moonbeams...

     OUTSIDE THE POWER ROOM

     Security Guard One fishes for keys to open the power
     room.  The soundtrack singers whisper as not to give away
     Alex.

     INSIDE THE POWER ROOM

     Alex briskly slams back up the switches.

     OUTSIDE THE POWER ROOM

     The singers go louder as the lights come back on.
     Security Guard One harrumphs and heads back to the
     Guards' Station.

     THE AUCTION AUDITORIUM

     Hawk scrambles out of the freight elevator in the left
     wall of the Auditorium, glancing to the clock.

                             HAWK
               "Or would you rather be a fish?"

     He pulls out the black canvas bag from his Glad bag and
     takes out the blueprints.  Hawk follows them toward the
     painting on-stage.

     THE GUARDS' STATION

     Big Stan comes up from behind his fellow guards, dumping
     the remains of the chair on the floor.

                             BIG STAN
                       (moving back off)
               Very funny.

     The Seventh Floor Screen shows a peaceful auction
     auditorium.  And the Blue Chair.

     THE AUCTION AUDITORIUM--CAMERA P.O.V.

     From the exact angle, the viewer sees the current state
     of the room with Hawk flinging off the painting of the
     horseback children, revealing a safe.  But no Blue chair.

     HAWK

     spits on the rubber cup of an electronic sensor, plugged
     into a Walkman, and affixes it to the safe above the
     dial.

                             HAWK
                       (lyric trouble)
               "A fish is annuh nan na nan na
               brook.

     THE FREIGHT ELEVATOR

     Alex is now packed into the freight elevator.

                             ALEX
               "He can't write his name or read
               a book.  To fool people is his
               only thought."

     THE AUCTION AUDITORIUM

                             HAWK
                       (remembering)
               "And though he's slippery, he
               still gets caught."

     Wearing headphones, Hawk cranks up the Walkman and spins
     the dial.  The CLICKS from the dial are so loud he winces
     and turns down the volume.  Then there's a CLUNK.

     THE GUARDS' STATION

     With the soundtrack singers taking over, Guard Two sips
     a cup of coffee.  He doesn't swallow.

     His sights zero in on the Blue Chair on the seventh
     screen.  He looks to the chair remains, then back again.

                             SECURITY GUARD TWO
               Uh, Jerry.  I'm looking at the
               seventh floor and I don't know
               how to say this, I see the Blue
               Chair.

                             SECURITY GUARD ONE
               What the... You think that's weird,
               check out screen two.....

     Screen Two shows THE TWO SECURITY GUARDS THEMSELVES
     hatching open some on-duty beers, going down a hall.
     Guard Two looks to the empties atop the console....

                             SECURITY GUARD TWO
               Somebody rewired the recorders!

     AUCTION AUDITORIUM

     Hawk ditches his accessories and swings the safe door
     open.

     Inside the safe, along with the "holy" Da Vinci music
     cue, is the clay equestrian model from Leonardo's
     worktable.

     Hawk belts out as he put it in the black canvas bag.

                             HAWK
               "And all the monkeys aren't in
               the zoo."

                             ALEX (V.O.)
               "Every day you meet quite a few."

     Alex gives Hawk a congratulatory pat.

                             HAWK AND ALEX
               "So you see it's all up to you.
               You can be better than you are.
               You could be swinging on a star."

     THE AUCTION ROOM

     BIG STAN reconnects the wires of the seventh V.C.R.

     THE GUARDS' STATION

     Suddenly, on the seventh screen, the image and voices
     of Hawk and Alex in-process comes on.

                             SECURITY GUARD ONE
               Shit, let's roll!

     THE AUCTION AUDITORIUM

     Hawk puts the painting back up, but stops to stare at the
     playful children.

                             ALEX
               The song's over!  Come on!
               "You could be swinging on a star."

                             HAWK
               What am I doing here?  There are
               so many things I wanna do that
               aren't this.  Paint a lighthouse.
               Kiss a woman in Italy.

                             ALEX
                       (more frantically)
               "You could be swinging on a star."

                             HAWK
               Paint a woman in a lighthou--I
               don't want to steal a horse.
               Life is...

     Hawk's soliloquy is cut short as Security Guards One and
     Two crash into the auction auditorium.

                             ALEX
                       (DEADPAN)
               "You could be swinging on a star."
               You couldn't have waited to see
               a psychiatrist.  No, you had...

     Alex whips his chair at the floor washer, tipping it
     forward and causing its electrical cord to pull up and
     trip the Guards into a bellyflop.

     Hawk bolts right at the bustling up guards and locks them
     into Alex's thumbcuffs.  He then limbos under their
     connected arms and springs over the outstretched washer
     cord.  The Security Guards clumsily turn and re-trip
     themselves.

                             HAWK
               Let's go down the freight elevator.

     Big Stan suddenly unhatches from the freight elevator.

                             ALEX
               Keep those ideas coming.

     Hawk and Alex run toward an office located at the right
     wall.  They both do a Gene-Kellyesque-chair-tip-over
     before simultaneously bashing through the office door.

     INT. DARKENED AUCTION AUDITORIUM OFFICE

     Hawk and Alex stop in the office to painfully laugh and
     rub their funny bones.  Alex stops laughing.

                             ALEX
               I'm not as unpleasantly plump as
               that Guard am I.

     Big Stan fires off a warning shot.  Hawk and Alex quickly
     tear up a window.

     Moving out on to a ledge, Hawk and Alex look down to the
     huge auction house awning and trade gulps.

     Big Stan wobbles into the mouth of the office door.

                             HAWK AND ALEX
               I got a bad feeling....

                             HAWK
               I can't even swim.

                             ALEX
               Hell, the fall'll probably kill
               ya...

     Big Stan raises his gun.

     Hawk and Alex jump and AAAGH down the face of the
     building....

     Closer and closer to the awning....

     The viewer focuses upon Hawk as he free-falls......

                                                CUT TO:

     RIGHT INTO A LAZ-Y-BOY CHAIR

     Hawk continues his "fall" into a ridiculously huge
     reclining chair.  The foot stand swooshes out with a
     thump.  A HAND pulls away the canvas bag with a cackle.

     INT. GATES APARTMENT--LATE NIGHT

     Hawk's weirdly reclining viewpoint makes Gates and his
     pad more grotesque than they are (No small feat.)
     A sub-Radio Shack stereo coughs next to a scary punch
     bowl of red, margarita-like substance, beneath the
     instantly recognizable framed picture of Those Dogs
     Playing Poker, all atop a Jungle Shag.

     Gates, in shorts and a Hawaiian shirt-over-a-KEEP ON
     TRUCKIN'-T-shirt, raises a loud tumbler with one hand,
     the black canvas bag in the other.

                             GATES
               Hudson Hawkins gets the chair of
               honor.  How about a Gates-arita?
                       (toward bowl)
               I used real hot dogs.

                             HAWK
               Weren't you the bartender at
               Jonestown?

     Suddenly a light is turned on in the corner, revealing a
     seated Cesar and Antony Mario, the latter taking a painful
     Gatesirita sip.

                             CESAR
               Good job, not pretty, but good.

                             HAWK
               Ah, the mafia, the cops; do I know
               how to party or what?

     Gates pulls out the horse and looks at it.

                             GATES
               All this trouble for a horsey.
               I may not know art, but I know
               what I like.

                             HAWK
                       (to Dog picture)
               You certainly do.

                             GATES
               So when's that Sebastian-Cabot-
               Buckingham-Palace-looking-
               Butlerhead getting here?

                             ALFRED
               Any minute now, dear Mr. Gates.

     A malevolently snobbish British Butler, ALFRED, enters in
     distaste.  He makes a stressful glance to three VANITY
     FAIRS on a coffeetable that has a photo of a MAGNETIC
     HUSBAND-WIFE-DOG COMBO with the caption: MAYFLOWER POWER.
     Hawk notices this.

                             GATES
               Oh, sorry Jeeves.  Gates-arita?

                             ALFRED
               I'll pass.  May I?

     Alfred takes the equestrian model and with a jeweler's
     loupe, studies it carefully.

                             ALFRED
               Ah, such craftsmanship.  Leonardo
               Da Vinci's last commission for the
               Duke of Milan.  Irreplaceable.

                             GATES
               Hey, Mr. French, I'm delirious
               for you.  Now where's my cut?

     With dignity, Alfred SMASHES the ancient horse over
     Gates's head.  Alfred rummages through the debris
     REVEALING a perversely labyrinthine CRYSTAL PIECE.
     (recognizable from Da Vinci's workshop).

                             GATES
               You son-of-a......I don't believe
               this!  You come into my house!

     Alfred pockets the goodies, but not before Hawk can give
     them a confused peruse.

                             GATES
               I ought to take Big Ben and shove
               it up your limey blimey bunghole!

     A blade slides down Alfred's arm.  Half-yawning, he...

     ALFRED'S 180 DEGREE POV

     spins before Gates and the bystanders behind him.
     THE BLADE goes back up Alfred's arm.

     The room's only sound is the stereo's inappropriate
     music.  Gates shrugs but his voice is off.

                             GATES
               Like I said.  Where's my cu-u-...

     Suddenly a line across Gates's neck turns red and blood
     begins to gush like a tourist attraction.  Gates crashes
     down upon the table holding the punch bowl and the stereo,
     sending it to the ground, cutting off the music.  The Dog
     Poker picture falls atop the carnage like a lid.

     Blown away, Hawk tries to wiggle his way out of the
     recliner.  Alfred pats some stain remover on the blood
     on his shirt.

                             ALFRED
               So much for his "cut."
                       (post-chortle)
               Excuse my dry British humor.

                             CESAR
                       (rising)
               Lovely work, Alfred, taking the
               Concorde back?

                             ALFRED
               Indeed I am, Mr. Mario.  I'm
               really racking up those frequent
               flyer points...

                             HAWK
               I hate to interrrupt you two
               lovebirds...

                             ANTONY
               You know, I think Gates promised
               Hawk a cut, too....

     The Mario brothers cackle out.  Hawk tries to flail out
     of his chair.  Alfred turns to him and flicks up his arm.
     Hawk sees his life pass before his eyes until he realizes
     Alfred is merely pulling him up off the chair.

                             ALFRED
               Ta ta, Hudson Hawk.

                             HAWK
                       (breathless)
               Too-do-loo, babe.

     INT. ALEX'S RESTAURANT--DAWN

     Hawk bursts into the bar.  Alex sits on a stool, reading
     the paper.

                             ALEX
               Did I miss anything?

                             HAWK
               Oh, not much.  Gates just had his
               tonsils taken out.  The hard way.
         
                             ALEX
               Geez, Gates was killed.  Who do we
               send the thank you note to?
         
     Hawk does a combat jump over the bar and begins to fiddle
     with the cappuccino machine.

                             HAWK
               The Butler did it.  Guy was a cross
               between Alistair Cook and a Cuisinart.
               Dude took Mr. Ed and humptied
               dumptied it over Gates's head.  He
               said it was made by, get this,
               Leonardo..

                             ALEX
                       (professorial)
               Ah yes, a rare Renaissance piece.
               Da Vinci's "Sforza," an equestrian
               model of a never executed statue.
               I consider it to be the prize of
               tonight's auction of objets
               d'equestrian.  Horse things.

     The cappuccino machine sparks.  A perplexed Hawk takes
     a couple extra seconds to back off.

                             HAWK
               Okay, you got me, Mr. PBS.

                             ALEX
                       (holding up newspaper)
               Morning edition.  Seems two thieves
               "attempted" to steal it last night,
               but thanks to three "courageous"
               guards, it will be ready for tonight.

                             HAWK
               "Attempted."  At-tempt-ted!  I'm
               not happy about having to steal
               that horse, but I do have my
               pride.  Face it, when it comes to
               burglary, and sex, I....

     Hawk takes the newspaper.  There is a picture of the
     Three Security Guards in a cheery pose behind the
     "Sforza."  Hawk squints to see that Security Guards One
     and Two are still wearing the thumbcuffs.

                             HAWK
               Boing.  Uh, this I don t understand...

                             ALEX
               Why try?

                             HAWK
                       (hurdling the bar)
               Because I'm tired of not
               understanding things.  Cops,
               Mafia, and butlers forcing me to
               bust my ass to steal something,
               which it turns out I really didn't
               steal--it's fucked up.

                             ALEX
                       (pulling back newspaper)
               You re not thinking of going to...

                             HAWK
               Alex, my man, it's time to play a
               little offense.  Where's your tux?

     INT. RUTHERFORD'S AUCTION HOUSE--NIGHT

     Dressed in a not-quite-fitting but suave tuxedo, Hawk
     enters the now well-lit auction house auditorium (chairs
     all set out).  Bored WORKMEN in coveralls lug equestrian
     items on to a podium from the familiar freight elevator.

                             ECCENTRIC BALD AUCTIONEER
               ...fan-taas-tic example of
               Florentine marble... Who will start
               at 160,000...160,000......180,000.

     Someone raises their paddle as Hawk passes beneath the
     hanging horses and finds an aisle seat near the stage.
     Hawk scans everyone in the room before coming to the one
     seated next to him, AN ENCHANTINGLY BEAUTIFUL WOMAN.

                             HAWK
               All these years of attending auctions,
               I still get goosebumps.  The paintings,
               the sculptures....the things that
               aren't really paintings or sculptures...

                             THE WOMAN
               .... the pretentious vultures who
               don't even look up from their
               calculators to see what they're
               buying.  Now that gives me
               goosebumps.  Auctions are
               disgusting.

                             HAWK
               I couldn't agree more.  Savages.

     The Woman laughs at his gear switch then catches herself.

                             ECCENTRIC BALD AUCTIONEER
               Lot Fifteen, an equestrian sconce
               attributed to the Cellini school..

     AUCTION ENTRANCE

     Big Stan, the hefty guard from the heist, enters the area
     wearing a blue ribbon.

     AUCTION AREA

     Big Stan is walking in back of the seated bidders:  An
     oblivious Hawk in the foreground starts to scan VARIED
     BIDDER-TYPES, raising their paddles to babble out dollar
     figures; a GAUDY ROCK STAR and his GLOOMY-CHIC ENTOURAGE,
     A KING FAROUK-TYPE with a BORED TEENAGE AMERICAN HOOKER,
     and a scary NORDIC PRINCESS in a monocle and a tiara.

     THREE STANDING ASSISTANTS frantically man a table of
     phones set up down before the stage.  One raises his
     arm.

                             ECCENTRIC BALD AUCTIONEER
               Sold!  To the caller from
               Newfoundland.

     A STYLISH FEMALE ASSISTANT takes out an impressive replica
     of the "Sforza" from the safe behind the podium and brings
     it to the Auctioneer.  The crowd a-a-hs... Hawk laughs
     and shakes his head.

                             ECCENTRIC BALD AUTIONEER
               And finally, Lot number 17,
               thought to be lost in the war,
               and again last night, the Da
               Vinci "Sforza," the jewel of the
               sale.  Fan-taas-tic...

                             HAWK
                       (re: Auctioneer)
               Is looking like a constipated
               warthog a prerequisite to getting
               a job in the art world?

                             ECCENTRIC BALD AUCTIONEER
               There have naturally been questions
               of its authenticity, so to verify
               we have Doctor Anna Baragli of the
               Vatican.  Doc?

                             ANNA
                       (rising, to Hawk)
               Some of us warthogs are more
               constipated than others.

     Hawk uneasily laughs as Anna makes her way up the stage
     and pulls out a large magnifying glass.  A look of
     distress passes over her face.  Hawk closes his eyes in
     anticipation.

                             HAWK
               Oh, the shit is going to hit the
               fa--

                             ANNA
                       (suddenly serene)
               Fantastic.  Perfection.  The
               Vatican extends its jealousy to
               the lucky bidder.

                             ECCENTRIC BALD AUCTIONEER
               We'll begin the bidding at 82.5
               million dollars.  To you, sir.
               Eighty-three, Ninety--your bid,
               madame--Ninety point five.....

     Hawk opens his eyes in confusion.  He scans Anna coming
     off the stage, gliding toward the phone table.  Hawk
     floats into the aisle, curling toward her as she picks
     up a phone and murmurs into it.

                             DARWIN MAYFLOWER
               lOO million clams, Francesco!

     The crowd orgasms as Vanity Fair cover boy, DARWIN
     MAYFLOWER works the aisle, playfully mussing up the
     appreciative, tiaraed Princess's hair, giddily high-
     fiving the Rock Star, and sloppily frenching the Hooker.

                             ECCENTRIC BALD AUCTIONEER
               100 million dollars to Mr. Darwin
               Mayflower.

     Hawk turns to gaze at the enigmatically familiar figure.
     Anna looks up from the phone to do the same.  She
     swerves her attention to the back-turned Hawk.

     Darwin moves to one of two reserved empty seats as his
     wife, Minerva, makes her entrance par excellahnce.  She is
     outrageously dressed with a mammoth Tiffany watch that
     extends from her wrist down to, acting as a leash,
     her obnoxious little dog, BUNNY.

                             MINERVA
               Francesco, 100 million and one.

     Darwin, to the crowd's delight, holds his struck heart.

                             DARWIN
               Outbid by my own wench, quelle
               bummere.

                             MINERVA
               Poor baby..... Here, Bunny.

                             ECCENTRIC BALD AUCTIONEER
               Fan-taas-tic, the bid is at 100
               million and one dollars.

     Commencing a slow motion sequence, Big Stan comes out
     of the nearby office, zipping up his fly.  He immedi-
     ately scopes Hawk in the space before the stage.

     The Mayflowers lower themselves into their seats with
     devoured canary smiles.

                             ECCENTRIC BALD AUCTIONEER
               Go-ing!

     Big Stan pulls out his gun, untheatrically, as not to
     cause a scene.  Anna sees this and follows Big Stan's
     eyeline to Hawk.

     Hawk turns to re-pursue but stops dead at the sight of
     the gloating Big Stan.

                             ECCENTRIC BALD AUCTIONEER
               Go-ing!

     Big Stan launches a gallop toward Hawk, who spins and
     veers back round up the aisle.

     The Mayflowers zero their sights on the activity.

                             ECCENTRIC BALD AUCTIONEER
               Gone!

     The gavel comes down in super slow-motion.

     Anna's leg pokes out of the aisle, tripping the guard.

     Hawk brakes at the end of the Mayflower's row and smiles
     in relief, casually turning to Darwin and Minerva.

     The gavel continues to come down in super slow-motion.

     Both Darwin and Minerva Mayflower suddenly DUCK DOWN.

     Smile vanishing, Hawk spins toward the stage.

     The Gavel hits.

     Breaking out of slow-motion into wide-angle, the entire
     podium explodes sending debris, equestrian pieces, and
     eccentric bald pieces searing into the screaming,
     battered crowd.

     Knocked off his feet, Hawk gropes into a standing
     position.  He sees the Mayflowers make a smooth exit.
     He starts to give chase until he sees a battered Anna
     rising from the ground.

     A hanging white Tri-Star Pegasus, cracks from the
     damaged ceiling and swooshes down towards Anna.

     Hawk bolts upon some auction chairs and makes a flying
     leap.  He slams Anna out of the Pegasus's pulverizing
     Path.  They weary up off the ground and move down the
     aisle, calm in a storm of packed art patrons.

                             ANNA
               My God, that was bold of you,
               you didn't have to do that...

                             HAWK
               Forget about it--it was nothing--
               anybody would have done the same
               thing--It's an impulse...

                             ANNA
               No, I meant you didn't have to
               tackle me and rip my dress.  A
               polite push, perhaps?  A clear
               shout of "watch out, Anna"
               would have done nicely...

                             HAWK
               Excuse me, Milady.  I would have
               flown over and carried you up to
               a pink cloud, but I left my cape
               at the cleaners.

     Anna touches Hawk's lips and laughs.

                             ANNA
                       ("Hey, I was kidding")
               Thanks tough guy, thanks a lot.
               Why was the guard chasing you?

                             HAWK
                       (Serious answer?
                        Na-a-h?)
               Because Danger, Doc, is my middle...

     Before Hawk can finish, a hanging horse out of nowhere
     hammers him into the ground and the viewer into
     darkness.

     FADE IN:

     INT. VAN-TYPE AMBULANCE--NIGHT

     Hawk stirs into consciousness strapped on an elevated
     gurney.

                             HAWK
               Saint Pete, hey I know, the whole
               cat burglar thing, it sounds bad,
               but I'll take the worst cloud you
               got...

     Hawk's eyes focus.  The Mario Brothers hover over him.

                             CESAR
               News flash.  You're not in
               heaven.  Yet.  30 seconds and
               counting, if you know what I'm
               saying.  Couldn't just play along,
               could you...

     EXT. THE BROOKLYN BRIDGE--NIGHT

     The ambulance careens onto the Brooklyn Bridge.

     INT. INSIDE THE AMBULANCE

     Antony raises up a mammoth gun.

                             HAWK
               Pretty class way of covering your
               tracks.  I think that auctioneer
               landed at La Guardia.

                             ANTONY
               Subtlety was never one of our
               strong points.

                             HAWK
               Neither's flossing.

     A confused Antony touches his teeth with his gun hand.
     Hawk escapes from one of his straps and launces a nearby
     trayful of syringes into Antony's face where they ghoul-
     ishly quiver.  Antony fires a wild shot, shattering the
     partition.

     FRONT SEAT OF THE AMBULANCE

     The Scarfaced Bodyguard/Driver, now in paramedic white,
     freaks at the starred windshield.

     THE BROOKLYN BRIDGE

     The ambulance bumper-pools off some innocent cars.

     INSIDE THE AMBULANCE

     Hawk frantically tries to undo his other strap but a
     howling Cesar, side-stepping his vibrating-on-the-floor
     brother, latches onto the back of the gurney and wrenches
     it backward.

     OUTSIDE BACK OF AMBULANCE

     The elevated gurney blasts out the back with a now
     unstrapped but terrified Hawk whoa-a-ing atop it.

     The gurney wheels hit the road, sparking.

     A sheet from the gurney, caught on the door, yanks TAUGHT
     --Hawk is "water skiing" on his stomach atop the elevated
     gurney!

     Screeching cars are weirded out by the new vehicle on the
     road.

     THE GURNEY

     Battered by wind and fear, Hawk clutches to the gurney
     and the sheet with a grit teeth stoneface.

     The sheet is torn from the gurney sending it rocketing
     off to the side on its own crazed volition.

     Hawk skis toward a TOLL BOOTH WITH A LARGE GATE-ARM.

                             HAWK
               Life don't get much better than
               this.

     He then sees he's heading toward an EXACT CHANGE lane.

     Whizzing wildly forward on the gurney, Hawk scrambles
     into his pocket and wiggles out some change.  He fran-
     tically winnows out some pennies and then maniacally
     FLINGS the change from twenty feet away.

     TOLL BOOTH

     The change ker-chunks into the basket and Hawk and the
     gurney JUST BARELY streak underneath the rising Gate-arm.

     EXT. THE AMBULANCE

     CRASHES through a gate-arm of another lane.  Hawk and the
     still-wildly whooshing gurney cut it off.

     FRONT SEAT OF THE AMBULANCE

     Cesar pops his head through the partition.

                             CESAR
               Make him into Roadkill!

     Antony, seemingly oblivious to the syringes porcupined in
     his skull, pokes his head next to Cesar's.

                             ANTONY
               Yeah, run him down!

     Cesar and the Bodyguard/Driver turn to Antony and scream,
     then all three look out the windshield and scream.

     THE AMBULANCE

     jackknifes over a stopped car and somersaults into a
     fiery ball.

     In the foreground, Hawk's gurney coasts down

     A PEACEFUL OFF-ROAD

     Hawk, with an unchanged expression of pure white knuckle
     fear, comes to a tranquil gurney-wheels-gently-squeaking
     stop.

     Lit by the flames of the ambulance crash, a sneering
     young man in wire rim glasses emerges from the darkness,
     carrying a steel suitcase.  He kneels before Hawk and
     opens the suitcase revealing a complex computer appara-
     tus.  He begins mumbling into a cellular phone.

     A malevolent, SILENT DEADPAN WRAITH passes him and
     approaches Hawk.  Both men are dressed in outfits that
     seem to be a melange of fascist uniform and haute
     couture.

     On the fingers of one Wraith hand is carved the word
     HATE.  On the other hand is the word FROG.  The Frog Hand
     hands a befuddled Hawk a card.  It reads: MY NAME IS KIT
     KAT AND THIS IS NOT A DREAM.

     Hawk looks up with a "huh" expression as Kit Kat chops
     his neck, knocking him off the gurney.

     The sneering computer guy hangs up his phone and pulls
     forward a small cattle prod from his apparatus.

                             HAWK
               This is the worst night...

                             SNICKERS
               When it rains, it pours.  Name's
               Snickers.  The plane leaves in 40.

     Snickers zaps Hawk in the leg with his device.  Hawk a-
     a-ghs into a kneeling position.  Snickers returns to his
     suitcase and is passed by a PLEASANT YOUNG BLACK WOMAN in
     the "outfit."

                             ALMOND JOY
               Almond Joy.  I know, pretty silly.
               But it's better than when we first
               started out, our code names were
               Diseases.  You don't know what
               it's like being called Clymidia
               for a year.
                       (walking off)
               Whoops, forgot....

     She deftly kicks Hawk across the face.  Hawk angrily
     bounds back up until he sees the BIGGEST MEMBER OF THE
     GROUP Fe-Fi-Fo-Fum his way toward them.  Suddenly, the
     Giant clumsily trips over Snickers' suitcase apparatus
     and ram-collapses into Hawk and the gurney.  Laying atop
     Hawk, Butterfinger goofily speaks...

                             BUTTERFINGER
               My name's Butterfinger.

                             HAWK
               No shit.

     The mysterious group parts to reveal a much more mature
     and cynically subdued man dressed in big lapels and a hat
     that screams Old Time CIA.  His name will be GEORGE
     KAPLAN.

                             KAPLAN
               Don't you just hate kids...

                             ALMOND JOY
               George, you promised.  No Old CIA/
               New CIA jokes...

                             KAPLAN
               I call them the MTV.I.A.  Punks
               think Bay of Pigs is an herbal tea.
               They think the Cold War involves
               penguins and...

                             HAWK
               Don't I know you...

                             KAPLAN
               You just might.  I'm the guy who
               tricked you into robbing a
               government installation and then
               had you sent to prison for it.  At
               the time, I was bald with a beard,
               no moustache, and I had a different
               nose, so if you don't recognize me,
               I won't be offended.

                             HAWK
               Bastard, you're going to need
               another nose!

     Hawk explodes upward.  Everyone but cool Kaplan draws a
     gun.

                             HAWK
               But I'm not the type of guy to
               hold a grudge.

                             KAPLAN
               I used you as a diversion.  while
               you were getting captured upstairs,
               I was shredding documents in the
               basement.  Deep down, I guess I
               was just jealous.  You were one
               incredible thief...

                             HAWK
               To what do I owe the dishonor of a
               reunion, you centrally intelligent
               scumsicle.

     As Kaplan converses, Snickers and Butterfinger bring out
     a mammoth empty suitcase and open it behind Hawk.

                             KAPLAN
               I Want to make things up to you.
               That's why I got you this gig,
               doll.  Hawk, my name's George
               Kaplan and to quote the late,
               great Karen Carpenter, "We've only
               just begun."

                             HAWK
               Three minutes, twenty-three
               seconds.  If you think I'm doing
               another...

                             KAPLAN
               Hush.  My employer wants a meeting.

                             HAWK
               Employer?  The president?

                             KAPLAN
               No, somebody powerful.  Oh.  Look.
               what's that up there?

                             HAWK
               I'm supposed to fall for that?

                             KAPLAN
               Shucks.  Guess not.

     Kaplan savagely point-blank punches Hawk in the face,
     knocking him out cold and into the mammoth suitcase.
     Snickers slams it shut revealing a KENNEDY INTERNATIONAL
     sticker.

     INT. MYSTERIOUS BARE ROOM--DAY

     Hawk slowly awakens on an exotic couch.  He has been put
     in an aggressively fashionable Italian outfit.  He eyes
     and touches his new duds with complete bafflement.  He
     then stumbles into a standing position to, mouth gaping,
     take in a wondrous 360 degree view of Rome, Italy as "O
     Solo Mio" blares on the soundtrack.

                             HAWK
               No.  Way.

     Hawk's spinning view and the music on the soundtrack slam
     to a halt as he zeroes in on the sight of Scary Butler
     Alfred elegantly reaching the top of the staircase.

                             ALFRED
               Welcome to Rome, sir.

                             HAWK
               Yes way.

     EXT. OUTSIDE INTERESTING BUILDING--DAY

     Alfred opens the back door of an omnipotent, Mayflower-
     logoed LIMOUSINE.  The car moves off as Hawk slides in...

     INT. THE BACK SEAT OF THE MAX-TECH LIMOUSINE

     facing Darwin Mayflower who is blustering into the
     cellular.

     While he talks, Darwin shakes Hawk's bewildered hand,
     then holding up one finger in a "be with you in a sec"
     facial move.

                             DARWIN
               For those kind of wages, I could
               have built the factory in America!
               They're Vietnamese, can't we just
               give them more Bart Simpson shirts?
               I hear depressing news like this
               and I want to commit genocide!
                       (slamming phone)
               Alfred, hold my calls.  So, Hawk!
               The Hawkster!  What do you think
               of the vehicle?

                             HAWK
               You could host American Bandstand
               in here.  Why did you duck at the
               auction, asshole?

                             DARWIN
               Because I didn't want to get hurt,
               taterhead.

     A FAX MACHINE comes to life as Darwin babbles.

                             DARWIN
               What can I tell you, I'm the
               villain.  Initially it was a
               priority to keep a lot of buffers
               between you and me, but since most
               of them are dead now, I thought
               what the heck.  Hawk, you come
               highly recommended.  I would have
               done some things differently at
               the auction house, but hey, I want
               to be in business with you.

     Darwin scans the Fax message with annoyance, and then
     shoves it into a violent paper shredder.

     OUTSIDE THE LIMO SHREDDER

     Shredded paper litters out of a vent on the outside door.

     INSIDE THE LIMOUSINE

     A simmering Hawk tries to explode but the phone rings.

                             HAWK
               My life is not some deal.  I...

                             ALFRED (O.S.)
               It's Boston, Mr. Mayflower.

                             DARWIN
               I'm sorry, I have to take this.
               Those are valid points though...

     Darwin picks up the phone and goes Mr. Hyde, while giving
     Hawk "Can you believe this guy"-type gestures.

                             DARWIN
               You better have a good excuse...
               You better have a better excuse!
               You are so weak!  I'm only
               thankful your ancestors didn't
               settle America or else my name
               would be Running Brave or Vomiting
               Antelope...Really.  Well, listen
               close, babe.

     Darwin holds the phone over a 50 cent piece-size siren in
     his armrest.  Darwin presses a button and a PIERCING
     NOISE fills the car as it comes to a stop.

                             DARWIN
               Shall we?

     Darwin bolts out.  Hawk hangs back, waiting for Rod
     Serling to explain things, then bolts out too.

     EXT. E.U.R. DISTRICT BUILDING--DAY

     Hawk and Darwin head up the steps of an overpowering
     fascistly marble superstructure.  Alfred brings up the
     rear.

                             DARWIN
               So Hawkasaurus, I won't mince
               words...

                             HAWK
               Whatever.  You own Boardwalk, you
               own Park Place, you own the four
               railroads.  You think you're God.
               For all I know, you're probably
               right.  I just wanted to have a
               damn cappuccino, maybe play some
               Nintendo after I find out what it
               is.  Man, why didn't you just buy
               the horse?  What am I saying, you
               did buy it...

                             DARWIN
               Oh... Let's see.  There are
               organizations that think we wanted
               the "Sforza" for reasons other
               than putting it in the Da Vinci
               museum we're building in Vinci.
               Hopefully, these organizations
               think our plan has been ruined
               with the explosion of our replica.
               If I seem vague, grand.  We want a
               low profile on this, that's why I
               got Kaplan and the Candy bars
               involved.  I helped George help
               the Mario Brothers and Gates help
               get you out....

                             HAWK
               If you're pausing for a "thank you,"
               give it up.  So boss, you going to
               tell me what the crystal piece
               inside the pony means?

                             DARWIN
               Way to go, Alfie!  How many people
               did you break that thing in front
               of.   Good help's hard to find.

                             HAWK
               I guess that's a no.

     INT. MASSIVE CONFERENCE ROOM--DAY

     A mind-blowingly pretentious painting of Darwin, Minerva,
     and Bunny hangs above a mammoth M-shaped conference table.

     Lying atop the table in heels, shades, and a heart-
     stopping dark outfit is Minerva.  NASTY Metal riffs semi-
     audibly spew from a headset she wears.

     Surrounding the table is a VARIED GROUP OF OLD MONEY AND
     NEW MONEY BOARD MEMBERS ranging from a nine year old
     INDIAN PRINCE to a SWEET ELDERLY AMERICAN WOMAN.  They
     converse to the person at their side in businesslike
     tones, oblivious to Minerva.

                             DARWIN
               Ladies and gentlemen of the board...

     The board members go into tableau silence.  Minerva con-
     tinues a brief sing-a-long before Darwin scolds...

                             DARWIN
               And Min-er-va.  Let's give it up
               for Hudson Hawk.

     The board applauds as Alfred pushes Hawk inside.

                             MINERVA
               Hello......Bunny, Ball-Ball!

     Minerva lobs a ball in the air.  Bunny, the annoying dog,
     scurries beside Hawk to catch it.

     Moving down toward the other end of the table, Hawk takes
     in the surreal surroundings with battle fatigue.  He sees
     ONE BOARD MEMBER take a luxurious sip of cappuccino.
     Minerva paces up upon the table.

                             DARWIN
               Hawkmeister, we got you clothes,
               great hotel, and a 250,000 lira
               per diem.

                             MINERVA
               That's two hundred dollars a day?
               So he can get a hooker and some
               tequila.  Veto, Darwin.

                             HAWK
               Guess I know who wears the penis
               in this family.

                             MINERVA
                       (jumping off table)
               For God's sake, chain this
               convict.

     With a yawn, Alfred pulls out a pair of state-of-the-art
     handcuffs.

                             HAWK
               Alfred, you're a very polite
               psychopath, but if you...

     Hawk kicks out at Alfred, who nimbly moves slightly and
     gives a pummel to Hawk's body somersaulting him over the
     edge of the table, into an empty seat.

     The Board Members politely applaud.  Alfred pulls Hawk's
     hands around his back and cuffs him.  Bunny intensely
     sniffs his crotch.

                             MINERVA
               We want Da Vinci's sketchbook,
               what do they call it, the Codex.

                             DARWIN
               Listen Hawk, this might be hard to
               believe, but I'm a regular joe.  I
               just want to be happy and happiness
               comes from the achieving of goals.
               It's just when you make your first
               billion by the age of 19, it's
               hard to keep coming up with new
               ones.  But now finally I got my
               new goal.  World domination.  With
               your help...Bunny....quit that!

                             MINERVA
               Bunny, ball-ball!  Bad bunny!

                             HAWK
               Think he's already got today's
               ball-balls.  Five more minutes
               please, it's been so long...

     Minerva yanks away the yelping dog.

                             HAWK
               Anybody have a cigarette?  But
               seriously, do me a favor and
               Concorde me back to prison.  I
               don't care anymore.  I hope you
               have the receipts for the threads.

                             MINERVA
               You go back, you won't be alone.
               You'll have a diabetic barkeep
               cellmate.  You're still young
               enough to have fun shanking child
               molesters for a pack of smokes,
               but "Alex" will go in knowing that
               the next time he gets out it'll be
               to attend his own funeral.
               Depressing.

                             HAWK
               You wouldn't risk the dime to call
               the police.  You have no proof.

                             DARWIN
               Ah, the magic word...

     Alfred plants a slide machine on the table and Darwin
     starts clicking gorgeous images of Hawk and Alex robbing
     the auction house, on a bare wall.

     The Board members gush.  The Elderly Woman gives a
     thumbs-up.

                             DARWIN
               It's veja du, Hawkhead.  Something
               you wish never happened.  We shot
               the entire operation with hidden
               cameras behind the hidden cameras.
               Hired the guy who did the last
               Sports Illustrated Swimsuit issue.
               Excellent work... whoops, damn
               Fotomat assholes...

     A slide hits the wall of himself and Minerva kneeling in
     Big Baby clothes with Alfred snarling over them, decked
     out in leather.  He clicks ahead...

     Hawk looks away and sees that the Board members have an
     annual Report-type booklet in front of them that reads--
     THE DA VINCI/ALCHEMY PROJECT.

     Minerva leans over in front of him.

                             MINERVA
               Tomorrow, you're going to hit a
               church.

                                               CUT TO:

     EXT. A MASSIVE WIDE SHOT OF ST. PETER'S--DAY

     The Vatican stands in its glory, mobbed by HUNDREDS OF
     LOCALS AND SIGHTSEERS.  The viewer's viewpoint zeroes in
     on the Mayflower limousine circling around it.

     INT. THE LIMOUSINE

     Hawk looks out from the back seat of the limousine
     in stylish Italian sunglasses.

                             HAWK
               I'm robbing the Vatican.  The nuns
               at St. Agnes predicted that I'd end
               up doing this...

     Two identical Twin Flunkies sit across from him, grinning
     stupidly.  Hawk pushes up his sunglasses with his middle
     finger.

     INT. VATICANESQUE MAP ROOM

     Mentally casing the joint, Hawk gets some distance
     between him and the flunkies as he enters into a room
     that has a glorious, ancient Map of the World Mural.

     INT. ANOTHER VATICAN ROOM

     Hawk makes a scribble in a notepad before coming to a
     Vatican guard, standing before a painting of a Pope
     performing a Coronation.

                             HAWK
                       (half-hearted)
               Excuse me, I'm being blackmailed
               into robbing the Vatican by a
               psychotic American corporation
               along with a CIA...

                             VATICAN GUARD
               "You're being".....uh, I don't,
               uh...

     A jaded Hawk laughs and pats the cop on the back.

                             HAWK
               Forget it, man.  Go tackle a
               jaywalker.

     INT./EXT. CIRCULAR OPEN AIR HALLWAY

     Hawk comes out onto a circular open-air hallway.  He
     scans up to some rooftops and makes a note...until he
     sees a line of International Phone Boothettes.  Checking
     for Flunkies, he rips one up.

                             HAWK
               Operator, I want to make a collect
               call to Alex Messina, New York....

     The Flunkies drift into view.  Hawk hangs up and seethes
     off.

     INT. HALLWAY LEADING TO CODEX ROOM

     Hawk saunters down a long resplendent hallway toward a
     room at the end bustling with excitement.  Coming to the
     mouth of the room, he looks to two gold framed mirrors on
     either side of the opening, rubs his head, and scribbles.

     INSIDE THE CODEX ROOM

     Hawk takes in the majestic beauty, and practical details,
     of the room--windows, statues, a Massive Ornate Lighting
     Fixture--as he moves down one of the twin winding stair-
     cases leading to a path of people behind velvet ropes and
     the object of their gaze...

     THE DA VINCI CODEX

     --an old book enclosed in a glass case, propped open to
     the familiar BEAUTIFUL DRAWING of a MAN inside a CIRCLE.

     The case is located between two informational tablets
     enclosed in glass columns.  Enter Holy Da Vinci theme.

                             ANNA (V.O.)
               But it is his gift as an inventor
               who drew together science and art
               that is most incredible.

     Hawk brightens to the return of Anna, carrying a portfolio
     bag, striding down the stairs with a group of INVESTORS
     AND FAMILIES.  She brightens back, giving him a quick
     verbal breath and a hand squeeze.

                             ANNA
               Tough guy.  What are you--How's
               your head.

                             HAWK
                       (vegetable)
               Yes, and my giraffe loves it, too...

     She laughs, going into her public voice.

                             ANNA
               As you know, the Da Vinci Codex,
               has lived in the Vatican for
               centuries and will continue to
               live here for centuries more.

                             HAWK
                       (under his breath)
               That's what you theenk.

                             ANNA
               Question, sir?   His untiring pen
               predicted the airplane, the
               submarine, the bicycle, the
               helicopter, and even the tank.
         
     A LITTLE BRAT trailing the group, moves next to Hawk,
     bitching away to her STUFFED ELEPHANT, POKEY.

                             LITTLE BRAT
               This is so bor-ing!  Do you hate
               Italy as much as I do, Pokey?
                       (bad ventriloquism)
               Si, senor!  Italy sucks the big
               one!  why can't we go to the Epcot
               Center!

     The Little Brat stops and lets Pokey the elephant dangle
     from her side.  Hawk eyes the elephant strangely.

                             ANNA
               These more dangerous designs
               inspired him to develop a secret
               code that ....

     The stuffed elephant suddenly goes flying over Anna's
     head.

     The ALARM goes off.  The Massive Ornate Lighting Fixture
     swoops down from the ceiling, inverting in air, and slams
     down over the Codex, transformed into a makeshift cage.

     Strange green gas comes billowing out of the vents.
     Needless to say, everyone goes crazy.

     Coughing gas, Hawk peeks to see that a line of light
     sensor alarms imbedded in the tablets are what set the
     alarm off.

     Two GAS MASKS drop airlinesquely from the mouth of the
     entranceway and TWO RACING-IN GUARDS wrangle them on.

     The Little Brat sees that Pokey the stuffed elephant has
     been beheaded by the cage/lamp.  She is pulled away and
     spanked.

                             LITTLE BRAT
               Pokey, come back!

     Anna yanks a notetaking Hawk away as the gas blusters in
     around him.  The Two Flunkies, eyes on Hawk, are hap-
     lessly making their way up the opposite staircase.

                             ANNA
               Come on, this stuff will knock you
               out.  Have you ever had the feeling
               you were being followed, Mr. Bond.

                             HAWK
               Never, why do you ask?

     Reaching the top of the stairs, just outside the door,
     Anna briskly pulls Hawk into a PIECE OF WALL THAT IS
     REALLY A DOOR.  The wall closes as the Flunkies come
     flying out, baffled.

     INT. CIRCULAR STAIRCASE

     Hawk, mucho impressed, and Anna move down a tight, dark
     circular staircase.

                             HAWK
               Whoa.  Name's Hawkins, Eddie
               Hawkins.
               My nickname's Hudson Hawk, but don't
               call me Hudson, not even as a joke.
               The Nuns at St. Agnes called me
               that and they're the ones who
               helped make me what I am today.
               Not a compliment...

                             ANNA
               Sure Hudson.  Are you going to
               tell me why you did that back there
               or are you going to blame it
               on Dumbo?

                             HAWK
               Could you believe that crazy
               elephant?

     Anna shakes her head as she opens a door into...

     INT. A LITTLE UNDERGROUND SUBWAY--DAY

     A four foot high mail train rumbles down the track of a
     mini-underground station.  Workers latch onto mail bags.
     Hawk and Anna emerge from a small door.

                             HAWK
               Whoa, part 2.  Does it go to Times
               Square?

                             ANNA
               Delivers up to ten at night.  The
               Pope has an obsession with his
               Easter Seals.  It's actually not
               that an unusual set-up.  The
               secret passageway on the other
               hand....

                             HAWK
               The Vatican is made of constant
               mysteries meant to be enjoyed,
               not explained.

                             ANNA
               Nice.  But right out of our
               brochure.

                             HAWK
               Oh, you read that.

                             ANNA
               Actually I wrote it.  It's a good
               sentence.  It can apply to people.

                             HAWK
               You're not an unmysterious thang
               yourself.

                             ANNA
               I don't steal stuffed elephants
               from little girls.
                       (smoothing his
                        jacket)
               And I buy my own clothes.  My
               life's a little boring...

                             HAWK
               God, I wish I could say the same
               thing.  What about having a nice,
               dull dinner with me tonight.
               Scrabble, Knock-knock jokes,
               Anecdotes about famous dead
               Italians....

                             ANNA
               I'll bring my entire repertoire...

     The Two Flunkies stumble into the station, looking
     around.  Anna and Hawk crouch down.

                             HAWK
               And I'll bring my entourage...

                             ANNA
               Secret passageways don't mean as
               much as they used to.  There's
               a place two blocks east of here.
               Enzo's.  Say 10:30.

                             HAWK
               Said.

     Hawk and Anna peck each other with a smile.  He crawls
     out an exit door.  As he leaves, Anna's smile disappears.
     She pulls out a rosary and gives herself a self-scolding
     bang on the head.  She then darts to a large crucifix
     and looks up.

                             ANNA
               Father, it's obvious.  He's up to
               something.

     Suddenly a speaker in Jesus's mouth gently crackles.

                             JESUS (Italian)
               Report downstairs at once.

                             ANNA
               Yes, sir.

     INT. CATACOMBLIKE AREA

     A CARDINAL paces in an enigmatic Vatican area.  Anna
     clacks up to him.

                             CARDINAL
               Did he mention the Mayflowers?

                             ANNA
               No, your Eminence.  I think he's
               going to steal the Codex, as
               early as next week.

                             CARDINAL
               Attempt, you mean.  The vanity
               of this man, Hudson Hawk.  The
               Vatican has foiled the advances
               of Pirates and Terrorists.  We
               will not lie down for some
               schmuck from New Jersey.  Must
               you flirt with him so realistically?

                             ANNA
               That's the best kind.  A wise
               woman once said "Polite
               conversation is rarely either."

                             CARDINAL
                       (chuckling)
               Let me be the one to quote
               Scripture.  ....As an agent of
               our organization, you are put in
               awkward situations.  Just
               remember, Hudson Hawk is an evil,
               evil man.

                             ANNA
                       (unconvinced)
               Yeah.  The big E.

     EXT. NAVONA PIAZZA--DAY

     The evil Hawk clumsily strides around a fountain, looking
     off in all directions, soft-shoes past some sedate
     painters and swings into...

     INT. A BIG QUIRKY PHONE BOOTH

     Hawk grabs up the phone and dials....

                             HAWK
               Hello, operator.  I'd like to
               make a collect call to New York
               number...

     The Mayflower limousine creeps to the edge of the piazza,
     behind an oblivious Hawk.

                             HAWK
               Thank you, operator, thank you.

     Hawk turns, putting a finger in his ear.  Seeing the
     limo, he FREAKS and balls himself into a corner.

                             HAWK
               Come on, Alex, pick up, you
               Reindeer goat cheese-eating
               motherfucker.

     INT. ALEX'S RESTAURANT--NIGHT

     It is late night in New York.  A phone rings atop the
     bar of Alex's restaurant with no one in sight.

     INT. PIAZZA--DAY

     Hawk pokes his head to see a Darwin and Minerva (holding
     Bunny) emerge from the limousine.  As he turns his con-
     centration back to the phone, ALEX HIMSELF flows out from
     a building to cheerfully speak with Darwin and Minerva
     and get licked by Bunny, before they all pile into the
     limo.

                             HAWK
               A-lex, A-lex, come on Alex.

     Hawk slams down the phone and turns to see the limousine
     pull off.

     Hawk angrily bursts from the door and is painfully
     CLOTHESLINED by agent Butterfinger, who is dressed as
     a mailman.

     Crumpled on the ground, Hawk kicks out with his foot,
     into Butterfinger's stomach, doubling him. Hawk then
     grabs him by the head and rams into the glass of the
     booth.

     Hawk rotates off for an escape...but the rest of the
     CIA crew cuts him off holding barely concealed guns;
     Snickers dressed as a maitre 'd, Almond Joy as a Bermuda
     tourist, and Kaplan in his usual emsemble.  Kit Kat is
     dressed exactly like Hawk, right down to a bloody lip.
     Hawk gives him a double take.

                             KAPLAN
               Hawk, Hawk, Hawk.  Enjoying
               Italy?  I always had a soft spot
               for Rome.  Did my first barehanded
               strangulation here.  Communist
               politician.

                             HAWK
               Why George, you big softie...

                             KAPLAN
               God, I miss communism.  The Red
               Threat.  People were scared, the
               Agency was respected, and I got
               laid every night.

     A humiliated Butterfinger comes waddling out, holding
     the phone.  Kaplan rolls his eyes.

                             BUTTERFINGER
               Sorry, coach...

                             KAPLAN
                       (shaking his head)
               If his father wasn't the head of
               Shit, I hate this, the
               government's got me farmed out,
               working for the Mayflower
               corporation now, money beats
               politics.  War isn't Hell anymore,
               it's Dull.  Don't slaughter their
               men and rape their women, just
               steal their microchips.

                             HAWK
               You know Kaplan, if you weren't
               the slimiest pinata of shit that
               ever lived, I'd feel sorry for
               you.

                             SNICKERS
               Good news, bud, the Mayflowers
               have moved up the time-table.
               You're hitting the Vatican to-night.

                             HAWK
               Tonight?  You're whacked.  The
               timing's off, I'm underequipped
               Damnit, I have a date!

     Almond Joy smoothly extracts Hawk's notebook and reads...

                             ALMOND JOY
               Grapple, Biker's bottle, hairspray,
               black turtleneck, Pocket
               Fisherman, acid, collapsible
               yardstick, softball, and 72 stamps.
               Gee Stud, this is going to be
               some date.  No Harvey's Bristol
               Cream?

                             KAPLAN
               Snickers, make the list happen.
               Oh and it's one thing to play
               hide and seek with the Mayflower's
               pathetic staff, but we're sore
               losers.  I've put jumper cables
               on the nipples of children and
               not always in the line of duty.

                             HAWK
               Thanks for sharing.

                             KAPLAN
               We blow up space shuttles for
               breakfast.  You and your friend
               Alex would be a late afternoon
               Triscuit.

                             HAWK
               If you do anything to my friend...

                             KAPLAN
               Yeah, right.  By the way, as long
               as I'm getting things off my
               chest, I'm the one who killed your
               little monkey.  Made it look like
               a Mafia hit.  Did it for fun.
               Ciao.

     Kaplan and the crew quickly disperse in different
     directions as Hawk howls in frustration.  Kit Kat moves
     behind Hawk and perfectly mimics him.

                             HAWK
               What did you have against Little
               Eddie, motherfucker?  He was just
               a monkey who liked to laugh.
               Come back without your yuppie
               army.  I'll triscuit you, you
               space shuttle eating...Shit.!

     Without looking, Hawk elbows the mimic Kit Kat in the
     face.  Kit Kat gives Hawk a strange smile and hands him
     a card that reads:  BEWARE THE ODD STEPS.

     Hawk looks up from the card.  Kit Kat is gone, but
     Butterfinger scampers in his place.

                             BUTTERFINGER
               Hey, Mr. Hawk, I got those 72
               stamps!

     Sighing, Hawk takes the huge sheath of stamps.

     EXT. INDOOR TRAIN TRACK

     One of the small Vatican mail trains bullets across an
     indoor track.  The viewer's viewpoint whooshes to catch
     up, focusing on a very large package, addressed to the
     Pope, that has Hawk's sheath of stamps slapped onto it.
     The train zips into a tunnel.

     INT. THE VATICAN UNDERGROUND SUBWAY

     The train rumbles into the Vatican mini-station.  TWO
     HARRIED WORKERS heave up the strange cargo onto a sorting
     table.

     A bell rings as a clock hits 10.  The workers do a sigh
     of relief.  Shucking off their uniforms, they head out.

     A hand rips out of the huge package.

     INT. OUTSIDE THE CODEX ROOM--NIGHT

     Hawk pops out of the secret passageway door and moves to
     the mouth of the doorless Codex room.  He pauses to
     hand-comb his hair in the two large, framed mirrors at
     the sides.

     THE CODEX ROOM

     Carrying the now frameless mirrors in each hand, Hawk
     hustles to the top of the steps and suddenly stops.

                             HAWK
               "Beware the Odd Steps."

     Hawk crouches down and notices the step below him has a
     clear magnetic tape running across it to a dime sized
     alarm button.

                             HAWK
               Why Kit Kat, aren't you a
               gentleman...

     Hawk bounds down every other one of the steps down to
     where the Codex is bathed in a holy light.

     He hefts up the two now frameless mirrors and puts them
     each in a groove of a collapsible yardstick running
     across the top.  The parallel mirrors now face out from
     each other.  Hawk sprays a blast of Clairol to reveal the
     light sensor beams, and then with a deep breath, he
     thrusts the mirrors into the beams.

     The light bounces harmlessly off the mirrors and Hawk
     exhales.  He balances the connected mirrors then crawls
     through his tent-like passageway.

     Hawk squirts acid from a biker's bottle on the cracks of
     the rectangular glass case that holds the Codex.  The
     acid sizzles.

     INT. VATICAN LIBRARY HALLWAY--NIGHT

     A BURLY GUARD thoughtfully stares at a painting, fingers
     propping his chin like an critic then continues ambling
     on.

     THE CODEX ROOM

     Rubbing his head, Hawk gives an excited smile as the glass
     cracks of the rectangular case loosen.  Hawk pulls out a
     pocket fisherman....

     The viewer's viewpoint moves upward to reveal, through
     the mouth of the room, the Burly Guard is coming down
     the hall.

     OUTSIDE THE CODEX ROOM

     Burly Guard approaches the outskirts of the Codex room.
     He combs his hair into the piece of wall in the now
     empty mirror-frame then REALIZES.

     Muttering Italian into his walkie-talkie, Burly Guard
     rushes into the room and looks down to the sensor
     deflecting mirrors.

     He passes a statue, behind which, Hawk is revealed to
     be standing.

     Burly Guard approaches the Codex and sees the dripping
     acid.  He also notices a fishing hook attached to the
     binding of the Codex.  The fishing wire leads out of
     the glass case.  The Guard reaches to touch it when
     suddenly the wire is pulled tightly upward by a
     moving-out-from-behind-the-statue Hawk.

     The Codex FLIES off its perch, setting off the ALARM and
     sending the bizarre cage/lamp CRASHING DOWN and AROUND
     the hapless Burly Guard.  The green gas commences its
     noxious billowing as the Codex swooshes into Hawk's
     hands.  He then hurls a softball, smashing a window
     on the other side of the room.

     The familiar Vatican Guard and a Guard Three barrel
     down into the mouth of the codex room.  Only one
     Gas Mask drops from the doorway.  The Vatican Guard
     pulls it on and gives a "That's Life" shrug of
     shoulders to the fainting Guard three.

     Hawk puts on the missing gas mask and launches a grapple
     around the ceiling cord of the dropped Ornate Lighting
     Fixture.  Hawk then Tarzans from one staircase to
     another.  He then ungrapples and heads toward the
     shattered window.

     The Vatican Guard waits a stunned moment before giving
     chase.

     EXT. THE ROOF

     Hawk flings off his gas mask and begins a classical
     skipping-across-the-rooftop jaunt.  Suddenly a brick
     on the slightly slanted roof gives way and Hawk FALLS.
     His canvas bag goes skipping down across the roof,
     landing against the antennae.

     INT. THE POPE'S BEDROOM

     A T.V. showing Mr. Ed. speaking to Wilbur in Italian
     goes fuzzy.  THE POPE, wearing his famous hat and a Notre
     Dame bathrobe angrily bangs on it.

     EXT. THE ROOF

     Hawk harvests his grapple on the level part of the roof
     and slides down toward the dangling-off-the-antennae bag.

     The Vatican Guard pops out of the window and fires a
     warning shot.

     Hawk stretches to the bag.  His fingers touch as the
     Guard continues to bound forward.

                             HAWK
               Please God, Please God.......let
               the guard shoot me.

     Hawk pulls up the bag and turns himself to see Vatican
     Guard hovering over him on the roof.

                             VATICAN GUARD
               The worm's on the other foot,
               yankee noodle candy.

     Hawk sees the Vatican Guard's foot move toward the
     grapple.  Hawk ferociously tugs, ripping the Guard
     off-balance and knocking down a side of the roof.

     EXT. TOP OF A NEARBY WALL

     Hawk dashes atop a nearby wall and hurls his grapple
     across a road around a tree branch.  Hawk ties the end of
     grapple line, tosses on a friction belt, takes a breath
     and JUMPS OFF THE WALL.  The viewer follows him on his
     breathtaking ride.

     The brused Vatican Guard flops back atop the roof.  He
     gets off a wild shot before crumpling back down.

     HAWK

     is alnost to the other side when the Guard's bullet hits
     the friction belt.  Hawk drops with a wild scream...
     and lands with a painful straddle atop a street lamppost.
     His eyes bug out with the thought of a life without
     children.  He slowly spins off the lamppost and sails
     down upon...

     EXT. A BUS

     and the comfortable luggage housed on top of it.  Hawk
     tries to maintain his balance upon the wobbling
     baggage, but the bus makes a quick turn and Hawk goes
     flying off...

     EXT. RIGHT INTO A CAFE CHAIR--NIGHT

     Panting and discombobulated, Hawk looks across the table
     to the female hands holding open a menu.  The menu comes
     down.  It is Anna.  Hawk unpretzels and laps his canvas
     bag.

                             ANNA
               Oh Hudson, I was worried you
               weren't going to drop by....

                             HAWK
               I never break a date.  Scout's
               honor.

     Hawk does the honor sign with his black gloved hand
     then quickly rips it off as a WAITER comes to the
     table.

                             HAWK
               Fettucini con Funghi Porcini.

                             WAITER
               Bellissimo, signor.

                             HAWK
               Oh, and could I have some ketchup
               with that.

     Anna hits her forehead with the palm of her hand while
     the waiter's entire body sinks in disappointment.  Other
     TABLE OCCUPANTS sadly shake their heads.

     EXT. ANOTHER TABLE--NIGHT

     At a comfortable distance curled behind a heat lamp,
     Snickers is being an Uglier American to an UNCOMPREHENDING
     WAITER, while Almond Joy chuckles and Butterfinger spreads
     butter over an entire baguette.

                             SNICKERS
               Come on, Pierre, Steak-bur-ger,
               Fren-n-ch Fries.  This is France,
               you gotta have French.....

                             ALMOND JOY
               Actually we're in Italy, Snickers,
               she said as if it made a difference.

     The Waiter sneaks off.  Butterfinger devours his bread.

                             SNICKERS
               Italy, France, Moscow.  They all
               just wanna be Nebraska.  Old Man
               Kaplan thinks since Communism is
               dead, we got nothing to do.  Man,
               Democracy isn't free elections.
               We gotta teach the world that
               Democracy is Big Tits, College
               Football on Saturdays, Eddie
               Murphy saying the word "Fuck"
               and Kids putting their hands down
               garbage disposals on "America's
               Funniest Home Videos."

                             ALMOND JOY
               Damn baby, when's the last time
               you had a vacation...Jesus, I
               gotta get out of this job.  If
               my Mom knew her daughter
               assassinated the leader of the
               anti-Apartheid movement....

                             SNICKERS
               Quit bitching, you got the
               employee of the month plaque for
               that shit...Ah to be in Pari-is
               and in love.

     They look off to....

     HAWK AND ANNA'S TABLE

     Physically sarcastic, the Waiter brings a tall wine
     basket with a bottle of ketchup in it.  Hawk nabs it.

                             HAWK
               This is bueno.  They had the worst
               ketchup in prison.....uh...

                             ANNA
               Prison?

                             HAWK
               I was the Warden?

                             ANNA
               How long were you in?

                             HAWK
               Let's just say, I never saw E.T.

                             ANNA
               Wow, you were "in the joint."
               "Doing hard time."  It's funny,
               but that excites me.  I seem to
               have a thing for sinners.

                             HAWK
               I seem to have a thing for sinning.
               sinning.  Check please....

                             WAITER
               Ah, anything for dessert?

                             ANNA
                       (she shoots)
               Yes.  Something to go.

                             HAWK
                       (she scores)
               I'll bring the ketchup.

       INT. ANNA'S HOUSE--NIGHT

       The viewer's viewpoint pulls back, past the black canvas
       bag on a table, to reveal a barefoot Anna is straddling
       a bare-backed Hawk, demurely and tentatively studying his
       bruises.

                             ANNA
               What have you been doing?

                             HAWK
               Uh....old badminton injury.

     Anna giggles and bends to kiss a bruise.  She stops
     herself and opts for tickling.

                             HAWK
               tickles, ticKleS, TICKLES.

                             ANNA
                       (not stopping)
               Oh, I'm so sorry...

     Roaring with laughter, they capsize onto the floor.
     Hawk slithers around to devour her toes.  Anna closes
     her eyes and arches her back.....

     She opens her eyes and sees a large crucifix staring
     right at her.  With a gasp, she rolls away from Hawk
     and stands up, trying to brush off her sins.

                             ANNA
               I'm sorry.  I can't.  I....

                             HAWK
                       (softly approaching)
               Hey now, outside of a very
               friendly dog this morning, it's
               been a slow decade.  I don't make
               love every ten years, I get a
               little cranky.

                             ANNA
               It's also been a long time for
               me.  I--

     Their heads fuse for a semi-classic screen kiss until
     THE CRUCIFIX LIGHTS UP AND BEGINS SHOUTING IN ITALIAN.

                             HAWK
               Catholic girls are scary...

                            ANNA
               Somebody robbed the Vatican.

                            HAWK
               Oh.  No.

     Anna slides on her shoes and makes a hasty retreat.
     She bumps into the canvas bag.  The Codex slides out.
     They both catch it in mid-air.  Anna's eyes pop.  She
     wrenches the Codex away and kicks.  Hawk pulls her into
     a compassionate back-against-his-stomach hug.  The Codex
     falls to the floor unharmed.

                             HAWK
               It's not what you think.  Okay,
               maybe it is....

                             ANNA
               You really went and did it.  With
               one day, not even a day, of
               planning, you did it.  Nobody
               does it better, Hudson.  You
               started the week stealing the
               Sforza and you ended it swiping
               the Codex.

                             HAWK
               Wha--

                             ANNA
               What are your plans for the
               weekend?  Hoisting away the
               Colosseum?  Tell me, did the
               devil make you do it or did
               Darwin and Minerva Mayflower?

     EXT. A CAR OUTSIDE OF ANNA'S PLACE--NIGHT

     Crammed together in the front seat, Snickers, Almond
     Joy, and Butterfinger are watching the shadows of
     Hawk and Anna up in the window.  Snickers snaps a
     cartridge into a gun while Butterfinger attacks a
     goo-ey pastry.

                              SNICKERS
               What's going on in there?

                              BUTTERFINGER
               Do you want me to rape them?
                       (throwing pastry down)
               Dunkin does it better.

                              SNICKERS
               Just read, Butterfinger.

     Butterfinger pulls up the book on Da Vinci that Anna
     wrote and starts reading like a schoolboy.

                             BUTTERFINGER
               "Da Vinci had fears about his
               more dangerous designs, so he
               created a shorthand code in
               reverse script..."

                             ALMOND JOY
               To yourself!.....What are they
               doing?  In twenty seconds, we go
               in.

     INT. ANNA'S PLACE

     Foam shoots out over the coffee.  Hawk smiles down at
     it as Anna works a cappuccino machine.

                             ANNA
               For two years, I've been tracking
               the Mayflowers' peculiar interest
               in three Da Vinci pieces.  Their
               Sforza replica was as fake as
               the "gas leak" that supposedly
               destroyed it.

                             HAWK
               Does everyone in the world know
               more than me?  Jesus, I'm just
               some guy who happens to be good
               at swiping stuff.....Lifted a
               piece of licorice when I was one
               and a half.  Who knew it would
               lead... They even got the CIA
               involved!

                             ANNA
               The C.I. what?  God, no...

                             HAWK
                       (raising his cup)
               Ooh, I guess I do know something
               Here's looking at you, kid...

     THE CAR OUTSIDE

     The agents burst from the car, guns raised.

                             ALMOND JOY
               Now.

     ANNA'S HOUSE

     Hawk sips the cappuccino.  His face immediately contracts.

                             HAWK
               This doesn't taste like
               cappuccino.

                             ANNA
               Oh, I must have put too much
               ethyl-chloride in it.

     Anna throws a pillow on the ground and holds out her
     hand.  Hawk collapses.  His coffee cup lands perfectly in
     Anna's outstretched hand and his head lands perfectly
     on the pillow.

     The candy bars bash the door open, guns raised.

                             ANNA
               Why didn't you tell me at the
               restaurant that he had hit the
               Vatican tonight.  My people will
               not be happy.  I want to see Kaplan.

                             ALMOND JOY
               That's not overly possible.  He...

                             BUTTERFINGER
               But guys, remember, he's in the
               castle at Vinci....

     Snickers and Almond Joy grimace into fake smiles.

     EXT. THE CASTLE--NIGHT

     A helicopter thunders up to the awesome castle from the
     opening Da Vinci sequence.

     INT. HELICOPTER

     Anna pets the head of Hawk on her lap.  She is pondering.

     INT. A MYSTERIOUS DARK ROOM--NIGHT

     A sparse circle of light houses a chair and a pacing
     Kaplan.

     Snickers and Butterfinger flop Hawk onto the lit chair.

     Kit Kat is dressed exactly like Anna.  She reacts as she
     comes into the light.  Kaplan takes the Codex from her.

                             KAPLAN
               Way to go, Anna.

                             ANNA
               When the Mayflowers find out we
               have the Codex, they're going to
               want to make a deal...

                             KAPLAN
                       (gung-ho lying)
               And then we'll arrest those
               greedy pigs... Is that it?

     Hawk stirs.  The viewer gets his woozy P.O.V.

                             ANNA
               Actually George, it's not it.
               What are we doing in this castle?
               I happen to know the Mayflowers
               bought this castle last year when
               they found out Da Vinci used to
               do...

     The lights in the room come on to the sound of holy Da
     Vinci theme, revealing an almost perfect refurbishing of
     the exact same workshop Da Vinci toiled in in the
     opening.

                             KAPLAN
                       (trying to be solemn)
               It's the site of their new museum
               and we're taking it over.  Operation
               Deflower Mayflower is going full
               speed ahead.

                             ANNA
                       (taking it in)
               Oh Lord.... the only reason I ask is
               that Hudson, uh, Mr. Hawk, Hawkins,
               had some "neat" things to say about
               Darwin, Minerva, and you.
               Basically that you're part of the
               same car pool.

                             KAPLAN
               Anna.  Anna.  Anna.  If that were
               true, Almond Joy would have
               handed you your heart right
               after you handed me the Codex.
               Now, get some sleep.  Kit Kat...

     Kit Kat in drag spookily moves inches away from Anna.

                              ANNA
               Cat got his tongue?

                              KAPLAN
               Actually he never told us what it
               was.

     Kit Kat smiles, revealing the fact he has no tongue.

                             ANNA
               How sweet.  I trust you will see
               Hudson Hawk is given to the proper
               authorities.  I recommend
               leniency...

                             SNICKERS
                       (holding in a laugh)
               Oh, I think we all do.

     Hawk gives her a look of honesty and pain that causes
     Anna to guiltily gulp as she heads out with the mimicking
     Kit Kat.

                             SNICKERS
               Do you think she has any idea that
               Operation Deflower Mayflower is as
               bogus as Kit Kat's tits?

                             KAPLAN
               I don't think so, although bringing
               her to the castle gave her a big,
               juicy hint.

                             ALMOND JOY
               With all due respect to that great
               blouse, why didn't I cut out her
               heart?

                             KAPLAN
               Close call, but she's our only way
               of keeping tabs on that damn
               mysterious Vatican organization.
               Hawk, it's time to go to the
               principal's office....

     EXT. OUTSIDE THE CASTLE--NIGHT

     Moving into the chopper, Anna glimpses, Bunny, the
     obnoxious dog, in a Mayflower logo dog tag, taking a leak
     on some bushes.  She fakes a yawn to the like dressed Kit
     Kat who fakes one back.

     INT. THE G. MACHINE ROOM--NIGHT

     Kaplan, Hawk, and the other agents march into the mammoth
     room of the opening scene.  In the place of where one
     remembers the gold machine are undulating sheets, beneath
     which are unassembled parts of the machine.

     Inside, a ball goes whizzing out of a tennis ball
     machine.  In tennis gear and goggles, Darwin Mayflower
     thwacks it against the wall of (now faded) frescos.

     Also in tennis threads, Minerva is laying on a chaise
     lounge holding a gadget in her hand.

                             DARWIN
               Seven!

     Minerva turns the gadget up to SEVEN and presses a
     button.  Another tennis ball shoots out, a little faster.
     Darwin batters it.  The ball ricochets into the forehead
     of an "amused" Alfred who is retrieving balls in sweat
     pants.

                             ALFRED
               Jolly.  Good.  Shot.  Sir.

                             MINERVA
               Ooh, it's Hudson Hawk, you cease
               to amaze me, convict.  You are a
               terrible cat burglar!

                             DARWIN
               Haven't you ever seen, like David
               Niven?  You know tiptoe in, tiptoe
               out.

                             MINERVA
               Like a "cat", one could say.

                             HAWK
               Shucks, I'll just take it back.

     Hawk reaches for the Codex.  Kaplan pulls it over to
     Darwin, who pulls up his goggles and fondles the ancient
     binding.  Taking a knife from Kaplan, he begins to slit
     it open.

                             MINERVA
                       (bouncing up)
               No, let me!

                             DARWIN
                       (pout)
               I don't care.

     Hawk looks away to the billowing sheets and the strange
     machine parts behind them.

     Minerva slits the bindings and tugs out another geometri-
     cally perverted crystal.

                             HAWK
               Another piece of the puzzle for
               the Da Vinci Alchemy project.

     Kaplan, Darwin, and Minerva look up to Hawk, then to each
     other, all start to speak, then all stop.

     This quandary is deferred by the entrance of the twin
     Flunkies.

                             DARWIN
               Oh, you.  There's nothing more I
               hate than failure.  All you had to
               do was follow the Hawk, it's not
               like I said "Teach our nation's
               children how to read."

     Hawk uses the distraction to amble toward the sheets.

                             DARWIN
               I guess we're just going to have
               to kill 'em...

     Shockingly swift, Minerva pulls a small gun from beneath
     her tennis dress and blasts a burning hole between each
     set of Flunky eyes, splattering them to the ground.

                             DARWIN
               God Minerva, I was kidding.

     A SHOCKED HAWK

     quickly turns from the blithe carnage and pulls up a
     sheet.  He reveals the familiar Gold Machine Demonhead.

     THE MAYFLOWERS

     reverberate off each other with laughter.  Bloodstained,
     Kaplan and Almond Joy exchange an eye bulge.  Minerva's
     smile disappears as she sees Hawk by the sheets.

                             MINERVA
               Get away from there, convict!

                             HAWK
               Just browsing.  Don't touch me....

     Snickers touches him.  Hawk smashes him in the jaw.
     Snickers rears back to reciprocate....

                             DARWIN
               Don't hurt him!  We need him for
               the final job!

     Snickers stops himself, snarling in frustration.  Hawk is
     suddenly the happiest man he's been in Italy.

                             HAWK
               Oh weeeeelly, don't hurt me?  Even
               if I do this....

     Hawk pulls Snickers' glasses off and stamps them.

                             HAWK
               And this....

     Hawk knees Butterfinger in the stomach.

                             HAWK
               Surely this must offend....

     Hawk body-block-dominoes Butterfinger and Snickers to the
     ground.  Kaplan and Almond Joy aim their guns.

                             KAPLAN
               That's it!

     Playfully lifting his shirt, Hawk grabs Minerva and
     manually swivels her hips to the beat of his.

                             HAWK
               Things are getting a little loose
               at the Da Vinci workshop tonight.
               "Put your left leg in, take your
               right foot out."  May I call you
               Minnie....

     Hawk mambos to Alfred who rifles his blade up to Hawk's
     crotch.  Hawk stops dancing.

                             DARWIN
               Come to think of it there is a part
               of your body that you won't need for
               your next job...

                             HAWK
               Hey, guys, I've always wanted to sing
               like Franki Valli and the other seasons,
               but come on....

     Alfred moves the blade a little upward.  Hawk a-a-ghs.

                             MINERVA
               Big girls don't cry-I-eye.

                             HAWK
               Two minutes, 35 seconds.  Damnit,
               I'm involved in this thing, so I
               just wanna know what this thing is.
               I wanna be treated as an adult.

                             DARWIN
               That's fair.  Tomorrow.  Back in
               Rome.  Now go to your room.

     Alfred strategically Vulcans Hawk on the neck.  He falls.

     INT. DARK CONFESSION BOOTH--MORNING

     The lips of Anna come into light.

                             ANNA
               Forgive me Father for I have
               sinned.  It's been 1200 hours
               since my last confession.

     INT. THE CARDINAL'S SIDE OF THE CONFESSION BOOTH

     The cardinal suppresses a yawn.

                             CARDINAL
               Hit me with your best shot.

                             ANNA (O.S.)
               I betrayed a man.  A good man.  An
               innocent man.  A thief.

                             CARDINAL
               Anna, what are you trying to say...

     ANNA'S DARKENED LIPS

                             ANNA
               He came into a world where crime
               is a legitimate business tactic
               and a legitimate government
               procedure.  But he knew Right and
               Wrong.  Oh, and we kind of messed
               around...

     THE CARDINAL

     freaks and goes into some Italian gibberish before...

                             CARDINAL
               "Messed around" messed around?  I
               know-- I don't want to know.  First
               base?  Second Base?  Stop me when
               I'm getting warm...

                             ANNA (O.S.)
               A little petting is not the issue!

                             CARDINAL
               Sorry.  Seventeen Hail Marys and
               five minutes outside.

     INT. OUTSIDE THE CONFESSION BOOTH--MORNING

     The Cardinal emerges and stands by Anna's confessional
     curtains.

                             CARDINAL
               So let me get this straight,
               sister, you're saying Hudson Hawk
               is not willingly working for the
               Mayflowers but Kaplan and the
               Candy Bars are?

     Anna moves out of the confessional curtains, wearing a
     FULL NUN HABIT for she is a Nun.  The gaspingly beautiful
     church unfolds as they walk.

                             ANNA
               You got it.  Operation Deflower
               Mayflower is a bad joke and I'm the
               punchline.  I thought we were using
               the CIA to help us to get Mayflower,
               but really the CIA was using me to
               keep us away from Mayflower.

                             CARDINAL
               Oh, why couldn't I be the Cardinal
               in charge of catering.... If the
               Mayflowers get the three sections
               of Da Vinci's crystal and his
               instructions for the gold machine--
               Aie-yi--Do we got anything?  What of
               Alex, Hawk's friend, where is his
               loyalty?

                             ANNA
               I'm going to find out.

                             CARDINAL
               I'm sorry for losing it back there,
               but you must remember, sister, you
               have vows to God as well as a mission
               to the world.

                             ANNA
               I know, I know, your Eminence, just say
               "God go with me."

                             CARDINAL
               God go with you, sister.

     Anna puts on the coolest pair of sunglasses, deliciously
     contrasting with her habit.  She moves off....

     INT. ROME CONFERENCE ROOM--DAY

     Beneath the wacky portrait, Darwin circles the board-
     member filled conference table as Minerva smooches Bunny.
     Everyone watches Alfred place a bar of Gold and of Lead
     in the hands of a blindfolded Hawk at the middle of the M.

                             DARWIN
               So, Captain Hawk, in one of your
               paws you got a gold bar worth
               about 8 thou.  In the autre, you
               got lead that won't get you
               gelato.

                             MINERVA
               Surely a master-thief like you can
               tell the difference.

                             HAWK
                       ("What's my Line")
               That's two down to Kitty
               Carlisle...

     Hawk "weighs" the two bars in his hands--digs with his
     fingernails.  He rips off the blindfold in subdued
     frustration.  As Minerva speaks, she unconsciously
     molests Alfred.

                             MINERVA
               Cool, isn't it?  Weight, feel,
               mal1eability, they're all but
               identical.  On the periodic chart
               of elements, they're but one
               proton apart.  Great minds worked
               for centuries to turn worthless
               into priceless.

                             HAWK
               Alchemy.

                             DARWIN
                       (casually goosing Alfred)
               Alchemy!  Is the business term of
               the 90's, my man!  Minerva read
               about it in an airline magazine
               about four years ago.  I dumped
               some lira into research... Shazam,
               we come across a diary by one of
               Da Vinci's apprentices detailing
               La Machine de Oro, the gold machine
               for those at home, and the rest is
               about to become history.  Money
               isn't everything, gold is.  Fuck
               blue chip stocks!  Fuck T-bills!
               Fuck Junk Bonds!  I got the real
               deal!  Money will always be paper
               but gold will always be gold!

                             MINERVA
               Market crashes.  Bomb drops.
               Greenhouse effect affects.  We'll
               still be the richest, most powerful
               people in the world.  In 1992,
               Europe is coming together to become
               one business superpower.  It's one
               party we'd love to poop.

                             DARWIN
               Well, that said, the last
               ingredient in the recipe is in, get
               this, you're gonna die, the Kremlin.

                              HAWK
               Sure.  The Kremlin.  Makes sense.
               The Kremlin.  Why not?  Listen,
               this is all too Indiana Jones and
               the Lost City of King Tut for me,
               man.  Throw me in jail and go ahead,
               just try and throw Alex...

                             MINERVA
               Jail, you asshole!  Our foot
               soldiers will blow your brains
               out!  Bunny, Ball-Ball!

     Minerva angrily throws the dog off her lap and whips a
     tennis ball into its mouth.

                             DARWIN
               I'll torture you so slowly you'll
               think it's a career!  I'll kill
               your family, your friends, and the
               bitch you took to the Prom!

                             HAWK
               You want an address on that last
               one?

     Bunny barks up at Hawk in anger.

                             HAWK
               Bunny, not you too?

                              MINERVA
               You've got a dilemma, tiger.  I
               think I know what's going to help
               you solve it.

     Alfred quickly latches on the state-of-the-art handcuffs
     and the blindfold.  The viewer's viewpoint stays on a
     writhing Hawk.

                              HAWK
               I'll kill all you.  Even the old
               lady.


     Hawk kicks back on the table, "jump ropes" the cuffs,
     then picks the lock with his teeth.  Hawk rips off the
     blindfold to see that the entire room is empty except
     for Alex, standing at the other end, in an incongruous
     Italian leather coat.

                             ALEX
               I hated cigarettes until I saw my
               first No Smoking sign.  Keep off
               the Grass?  Let's play Soccer.
               Only law I cared about was
               friendship.  Broke that one too,
               didn't I?  This Gates-Mario
               Brothers-CIA-Mayflower-Da Vinci
               thing seemed like a sweet deal.
               Visit foreign lands, take their
               treasures.  I don't know, I thought
               you'd get into it.  It's better
               than playing darts with M.B.A.'s at
               the bar.  I didn't know it was
               going to be like this.  Them using
               me to use you... I'm sorry, there's
               only one way out of this and it's
               gonna hurt me more than it's gonna
               hurt you.

     Alex pulls out a gun from his jacket and clicks it in.

     EXT. FAMILIAR PIAZZA--DAY

     The piazza from the fascist E.U.R. building are bustling
     with office workers laughing, smoking, and hustling.
     Darwin, Minerva and Kaplan are a solid troika in the
     center of the steps.  The other agents stroll in the
     periphery....

                              KAPLAN
               I just don't think it was a
               smoking hot idea to leave them up
               there alone.

                             MINERVA
               Don't worry George, this is the
               reason we put the old diabetic
               guinea on the payroll to begin
               with.  To keep Hawk in line.
               They'll talk about "being buddies"
               and "chugging brewskis."

                             DARWIN
                       (raising glass)
               You gotta love male bonding.

     As Darwin slaps Kaplan on the back, behind them, Hawk and
     Alex come crashing out of the windowed doors of the building.

                              KAPLAN
               You were saying...

     Moving to the edge of the stairs, Hawk and Alex, latter
     holding his gun, sprout up from their own debris and
     continue savagely brawling.  The wigging out passers-
     by give them space.

                             HAWK
               You bastard!  You fucked my
               freedom for a lousy job!

     Alex trembles, going into a diabetic seizure.  He shakily
     raises his gun.

                             ALEX
               Hawk... I'm so sorry...

     Hawk roars forward like a bull and helmets Alex.  They
     roll together down the massive staircase past Darwin,
     Minerva, and the CIA who react with "This can't be
     happening" catatonia.

     Two SHOTS go off as Hawk and Alex crash to the bottom of
     the staircase.  Hawk rises up in a daze to see Alex on the
     ground with two bloody bullet holes.

                             HAWK
               No.....Alex!  Wake up, you can't
               go out like this.

     Hawk falls to his knees as Snickers hustles toward him.
     Suddenly, sirens are heard as a police van pulls up.
     Snickers stops.

     Four policemen blast from the back of the van.  One holds
     back the crowd.  One strenuously pulls Hawk into the van.
     The other two drag in Alex.

     The villains look to each other for non-existent guidance
     as the van pulls away.

                             MINERVA
               Plan B, anyone...

     Using initiative, Snickers hops on a Vespa and roars off
     after them.  The van can be seen swerving off.....

     AROUND A CORNER

     where it bolts up into a much larger truck marked VATICAN
     SOUVENIRS.  TWO SEEMINGLY-INNOCENT-BYSTANDER PRIESTS break
     demeanor to flop up the wheel ramps, slam close the back
     of the truck, lock it shut, and continue on their solemn
     way.

     The TRUCK BELLOWS off as the Vespa spins around the corner.
     Snickers brakes and looks around for the police van.  He
     hits his handle with frustration.

     EXT. BEAUTIFUL ROME OVERVIEW

     Out of her habit but still in her incredible sunglasses,
     Anna looks out to a lovely view of Italy.  The Vatican Truck
     pulls up behind her.  A giddy, blood-stained Alex and a not-
     so-giddy Hawk bound out of the back.  Alex excitedly gives
     himself an insulin shot.

                             ANNA
               Oh thank God, you're dead...

                             ALEX
               It was so beautiful!  When the
               blanks went off, they...

     Hawk's fist whooshes into frame and blasts Alex's jaw.

                             HAWK
               You bastard.  You fucked my
               freedom for a lousy job.

                             ALEX
               But I said I was sorry....

                             HAWK
               No sweat, Alex, you only made the
               biggest mistake of my life.  What
               was your per-diem?

                             ALEX
               Don't act like you've never committed
               a crime before, Hawkins?  I know, I
               made call, when Anna tracked me down I...

                             ANNA
               Hudson, don't you understand...

                             HAWK
               And you, Dr. Cappucino, you're lucky
               I don't hit women, assuming you are
               a woman.  I'm not taking anything for
               granted anymore.

                             ANNA
               I-work-for-a-covert-Vatican-humanitarian-
               organization.  The-CIA-made-a-fool-of-me.
               I-care-for-you...

                             HAWK
               Oh.  Well, what's this?

     Hawk pulls out the Demon Head that was in the Mayflower
     Museum from out of his pocket.  Anna turns white.

                             ANNA
               Where did you get this?

                             HAWK
               You know, the place where you gave
               the bad guys the Codex.... the
               Mayflower Museum.

                             ANNA
               It's from the machine.  All they
               need is the crystal to run it and
               they have 2/3 of it already.  We
               can't let that happen.

                             ALEX
               You're saying you want us to beat
               them to the crystal and save the
               world from financial disarray.

                             ANNA
               Something like that.

                             ALEX
                       (pulling out plane
                        tix)
               Well, forget about it.  Hawk and I
               are going to Rio.  We're hurt,
               we're tired, and a hero ain't
               nothing but a sandwich.  Right,
               buddy?...

                             ANNA
               Hudson, God's given you a gift for
               cat burglary, you can t just...

                             HAWK
               You better believe I can.  I'm
               sick of people telling me what I
               have to do.

                             ANNA
               It's that kind of selfish attitude
               that...

                             HAWK
               Selfish attitude?  I'm just some
               guy who wants a little nap and a
               cappuccino for when he wakes up,
               not too much foam...

                             ANNA
               You re not "some guy" anymore,
               Hudson.  Right now, you're the
               only guy.  Without your help, I....

     Anna looks to Hawk with a choked-up expression.  The
     weight of the world on his shoulders, Hawk turns away
     to a lovely view, his mind painfully raging and
     swirling toward peaceful clarity.

                             HAWK
               The world is beautiful.  Every day
               in prison I made sure to remember
               that.  It's only when I actually
               got out that I forgot.  If I was
               sane, I'd be on that plane to Rio.
               But being beaten and abused to
               fulfill some corporation's
               perverted vision does something to
               your mental health.  The world is
               beautiful and I'm tired of being
               fucked.
                       (turning around)
               It's Darwin and Minerva's turn to
               bite the pillow...

     Anna involuntarily does the sign of the cross.  Alex
     goodnaturedly does a jerking off motion.

                             ANNA
               That was beautiful.

                             ALEX
               I laughed, I cried.

     Shaking his head, Hawk swipes the plane tickets from
     Alex.

                             HAWK
               Rio, Alex?  After all they've
               done to...Hey, these tickets are
               for Moscow!

                             ALEX
                       (knowing smile)
               Damn travel agency.  That Kremlin
               thing is in Moscow, isn't it?

     A proud Hawk slaps Alex on the back as some passing
     ITALIAN LOCALS stop to stare, horrified, at Alex's
     bullet holes.  Anna sweetly intervenes.

                             ANNA
               Ketchup.  Stupido Americani...

     The locals give off a slightly dazed "A-a-h" and move off.

     INT. THE CONFERENCE ROOM--DAY

     Wind blows through the shattered conference room window.
     Snickers is banging on his computer apparatus at the
     table with the Mayflowers and the other agents.

                             KAPLAN
               We're all family now.  My team
               has done a lot of rougher things
               than steal the model of a
               helicopter.

                             SNICKERS
               We're going to whack this place
               so fast we'll have time to shop
               for American imports.

     Darwin and Minerva politely smile and then turn away to
     each other with knowing looks.  The computer screen shows
     the familiar image of the Kremlin building that turns
     into a complex look at interiors the viewer will later
     see.

                             ALMOND JOY
               Lucky for us, the Da Vinci is
               located in a wing of the Kremlin
               that they used to throw the Miss
               Ukraine pageant and stuff.  It'll
               have the least number of guards....

                             KAPLAN
               As for our plan of action,
               anybody'd be insane to go in
               from the ground floor...

     INT. A VAN-BUS--NIGHT

     A head-rubbing Hawk and a stomach rubbing Alex kneel on
     the floor of a moving van, over a barely legible drawing
     of what was so neatly delineated on the CIA computer.
     Both guys are dressed as priests and are chewing gum.

                             ALEX
               We're going in from the ground
               floor.

                             HAWK
               Geez, this Art Treasures Room
               looks like a burnt diaphragm.

     Hawk laughs and pops up into the passenger seat.  Anna
     is revealed to be driving in her habit.  Hawk gives her
     a kiss.

                             HAWK
               Hey, don't take your disguise so
               seriously.

                             ANNA
               Uh, yeah.  Guess I'm a wee bit
               nervous.  I'm sorry I could only
               score clergy passports.

                             HAWK
               Fits my new image.  A thief for
               the masses.  This is one job I'm
               not going to feel guilty about
               enjoying.  Gum.

     Hawk, Alex, and Anna all spit out their gum into a bag
     Hawk holds.

                             ALEX
               The security's actually not that
               severe.

                             ANNA
               It doesn't have to be.  Everybody
               knows that if you mess with the
               Kremlin, you'll end up in a
               Siberian gulag eating your own
               fingernails.

     Hawk takes in some views of Moscow that remind one of
     Budapest.

                             HAWK
               Shwoof, that makes me feel better.
               I can't believe this is the Iron
               Curtain.  All the guy at Airport
               customs wanted to know was "Who
               Shot J.R.?"

                             ALEX
               You sound disappointed.

                             HAWK
               Yeah, I mean, come on, going
               through the Iron Curtain is
               supposed to be crawling
               underneath barbed wire, it's
               supposed to be strangling a
               guard...

     THE VAN

     passes a textbook shot of the Kremlin in the distance.

                             HAWK (V.O.)
               It's supposed to be parachuting
               in the moonlight....

     EXT. THE TOP OF THE KREMLIN--NIGHT

     Kaplan, Snickers, Almond Joy, and Butterfinger slam down
     upon the roof of the Kremlin and discard their
     parachutes.

     Snickers opens up his computer screen, upon which is the
     image-map of the Kremlin with a flashing blue light at
     the top of the building and a flashing green one inside.

                             SNICKERS
               We are the blue light.  The green
               light is where the Art Treasures
               room is.

                             KAPLAN
               Let's go make a purple light.
               Where's Kit Kat?

     EXT. THE KREMLIN GROUNDS

     Dressed in cat burglar black and all chewing gum, Hawk,
     Alex, and Anna crawl across the Kremlin grounds.  They
     scope out a shabby Delivery Entrance.

                             ALEX
               Delivery Entrance.  Low Security.

                             ANNA
               Gum.

     All three spit out their gum into Hawk's bag.

                             HAWK
               Count of three?

                             ALEX
               Why not just go now?

                             HAWK
               Okay.

     The Trio rush for the door.

     THE KREMLIN ROOF

     SOVIET GUARD ONE comes out on the roof to light a cig-
     arette.  He looks in the distance to the motivating CIA
     team.  Suddenly a card floats down into his hand.

     It reads:   WILLIAM TELL.  ADAM'S APPLE.  GET IT?

     The not-getting-it Guard looks up from the card as a
     grinning Kit Kat parachutes behind him.  The Guard
     swerves around and Kit Kat savagely skewers him with a
     crossbow shot to his Adam's apple.

     THE DELIVERY ENTRANCE

     Hawk, Anna, and Alex race to the door, the latter
     bashes it...

     INT. GRUNGY WHITE FOYER

     open and sets off an annoying hammer-against-bell alarm.
     Alex all-fours beneath the alarm.  Hawk does a Michael
     Jordan vault off Alex's back and slam dunks A MASSIVE
     BALL OF USED-GUM, pulled from his bag, between the
     hammer and the bell, cutting off the sound.  They rush
     ahead.

     EXT. THE KREMLIN ROOF

     The agents are trotting across the roof when a phone on
     Snickers' apparatus rings.  Kaplan answers it.

                             KAPLAN
               Everything's going fine, Minerva,
               thanks for asking...

     INT. NONDESCRIPT HALLWAY

     Minerva chats on a cellular moving down a hallway, with
     Darwin, who is holding in his laughter as if this was a
     great crank.

                             MINERVA
               I say who needs this Hudson Hawk
               anyway....

     INT. A GRAND BALLROOM

     The good guys scurry upon the second level of an epic
     and gorgeous ballroom.  Two lush staircases lead up from
     the floor.  From behind a pillar, the gang checks out
     the activity below.

     A tablecloth is being wrangled over a large table at
     the opposite end of the ballroom by SERVANTS.  Threaten-
     ing SOVIET SOLDIERS maneuver on the floor.

                             HAWK
                       (Wizard of Oz)
               Oh-Eee-Oh-A-Whoa-Oh.

     They then make a mad scuffle across their side of the
     second level, hunkering down by the level railing.

     As they move into another wing hallway, the viewer's
     viewpoint moves back down to the ballroom floor to see
     a gloating DARWIN AND MINERVA ENTER, the latter still
     on the phone.

                             MINERVA
               Everybody here, in Rome, wishes
               you tinsel boxes of love...

     The servants move away from the tablecloth and the
     table, revealing that it is shaped like an M.  A GROUP
     OF SERIOUS SOVIET V.I.P.'s come out to join the
     Mayflowers at the table.

     THE ROOF

     Kaplan hangs up the phone.

                             KAPLAN
               Lazy, rich, condescending bitch.

     The team moves up to the rooftop doorway where Kit Kat
     is.  He holds up an "About Time" card.  The agents laugh
     and greet them.

     INT. A VERY LONG, ENIGMATIC HALLWAY

     Hawk, Alex, and Anna pass through a set of windowed
     double doors into a very long hallway that leads into a
     pitch darkness.  A MURAL OF A HAPPY, ARM-STRETCHED LENIN
     looms above the doors.  They give it a a quick glance
     before pulling out screwdrivers and wire hangers.

                             ALEX
               Eighth room down, babe...

                             ANNA
               Guards come exactly every three
               minutes....

                             HAWK
               Three.  Oh.  Oh.  "Side by Side."

     Our trio charges down the hallway.

                             HAWK
               "Oh, we ain't got a barrel of
               money.

                             ALEX
               "Maybe we're ragged and funny."

     They reach a MASSIVE SPOOKY DOOR WITH AN ODD, ANCIENT
     LOCK.  They go to work on it.  Not losing the beat.

                             HAWK AND ALEX
               "But we'll travel along, singing
               a song.  Side by Side..."

     INT. TOP FLOOR HALLWAY

     With a gust of wind, Kaplan and the Candy Bars bluster
     through the rooftop door into another hallway, where
     SOVIET GUARDS TWO AND THREE are taking it easy.

                             KAPLAN
               Create a diversion.

     Snickers and Butterfinger calmly blow away both guards
     with silenced mini-Uzis.

     SOVIET GUARD FOUR rushes out a door before the agents,
     zipping up his fly.  Almond Joy twists his neck with an
     agonizing SNAP.

     THE LONG HALLWAY

     Hawk, Anna, and Alex retreat beneath the Lenin mural
     through the windowed double doors.

     Behind the doors, they poke up to see a BESPECTACLED
     GUARD emerge from the darkness to check out the door.

                             ALEX
               Now that's a lock.

                             HAWK
               Don't worry, we'll get it...

                             ANNA
               Can I sing this time, too?
               Please?

     Hawk and Alex are not thrilled about the idea, but Anna's
     eye flutter does it.

                             HAWK
               Uh, I guess so.

     The Bespectacled Guard moves back into the darkness.

     THE BALLROOM

     The Soviet V.I.P.'s open up presents of pink L.A. GEAR
     tennis shoes, silly T-shirts, and Nintendo joysticks
     as a standing Darwin hypnotizes them.

                             DARWIN
               I look at you Soviet people and I
               feel... pity... superiority.  Most
               of your life, your government has
               told you that Capitalism turns
               people into robots who'd rather
               eat microwave sushi, naked in the
               back of a Cadillac than hear the
               laughter of children.

                             MINERVA
                       (smiling)
               We're here to say, your government
               was right.

                             DARWIN
               So let's get busy.  Have some fun
               and make some deals.

     AT THE LOCK

     Alex holds a lit match into the lock, while Hawk
     does something incomprehensible with a screwdriver.
     They are improvising...

                             HAWK
               "Oh this lock is a pain in the bu-utt"

                             ALEX
               "How'd we ever get such in a ru-utt"

     Anna suddenly, booms out the chorus in a way that Hawk and
     Alex can barely concentrate.

                             ANNA
               "But we'll travel the road, Sharing
               the load.  Side by Side!"

     THE HALLWAY ABOVE

     The CIA team saunters through corpses up to a door
     similar in lock and design to the one Hawk and Alex
     are working on.

     Snickers's computer screen shows the blue light directly
     above the green light.

                             SNICKERS
               This is the room above the Art
               Treasures room.  The lock is a
               Natalya Z-Z, first created...

                             ALMOND JOY
               Snickers, baby, I love you like a
               brother, but really, who cares?
               Silencer bomb...

     Butterfinger pulls from around his shoulder a strange
     rifle.  He attaches to the front of it;, a glass encased,
     suctioning time-bomb from a waist satchel.  He fires
     the bomb against the door and it starts ticking.

     BEHIND THE WINDOWED DOUBLE DOORS

     come Hawk, Alex, and Anna, panting.

                             HAWK
               That was close....

                             ALEX
               Anna, I think you better stay....

                             HAWK
               You can be lookout!.....  Take
               Alex's gun.

     Alex hands Anna his gun, who glumly takes it like a Little
     Sister not allowed to play.  Hawk and Alex go back through
     the doors.

     THE HALLWAY ABOVE

     The CIA bomb blows up the door with a weird silencer
     sound.  Kaplan and the Candy Bars giddily whoop as they
     rush through the smoking door.

     THE BALLROOM--SECOND LEVEL

     Anna meanders across the second level muttering to herself
     in Italian and amusingly imitating Hawk's condescension.

                             ANNA
               "You can be the lookout."

     Anna suddenly moves past the pillar to see the Mayflowers
     and the V.I.P.S.  She gasps and hurls herself behind the
     second level railing.

     THE BALLROOM FLOOR

     A VERY DIGNIFIED SOVIET LEADER, in a SHIT HAPPENS baseball
     cap, addresses Darwin.

                             SOVIET LEADER
               Before we serve you "the main course,"
               hee, hee, we need to know specifics
               about what you can do for us.  We--

                             DARWIN
               Bluntness.  How amusingly Hungarian.
               Listen up, for reasons I don't want
               to get into, I recently had to close
               down a petroleum factory, but I'm
               going to re-build it here and
               Madonna's going to cut the ribbon!
               Frozen burritos in Leningrad.  1982
               fantasy.  1992 reality.

     THE LOCK OUTSIDE THE DOOR

     Hawk and Alex more frantically toil on the lock.

                             HAWK
               "We all had our quarrels and
               parted..."

                             ALEX
               "But we'll be the same as we started...

     The lock clunks open.  They race through the doors into...

     INT. THE ART TREASURE ROOM

     Hawk and Alex weave through the room which is crammed,
     with little nuance, to the gills with great art treasures
     including an impressive array of Faberge eggs.  A solid
     gold hammer and sickle hang on one wall...

                             HAWK AND ALEX
               "Just traveling along, singing a
               song.  Side--"

                             HAWK
               Geez, this place is a mess...

                             ALEX
               Voila...

     They rumble toward an opening in the wall of the room
     covered by a small curtain that has the Da Vinci Man in
     the Circle drawing emblazoned across it.  Hawk reaches
     for the curtain.  Alex puts his arm around him and speaks,
     not sings.

                             ALEX
               Side by side, man...

     Suddenly, the roof above them explodes.  Kaplan and the
     Candy Bars drop down behind them.

                             ALMOND JOY
               What the hell....

                             SNICKERS
               You're supposed to be dead!

                             ALEX
               I'm a ghost.  Boo.

                             HAWK
               I don't want to sound immature,
               but we were here first...

                             KAPLAN
               I wish I could think of those cute
               quips the way you can, Hawk, but
               I can't, so I'll just shoot Alex.

     Kaplan point blank shoots Alex in the chest.  Alex
     crumples backward, moaning.  Butterfinger, casually, but
     with incredible strength, holds Hawk's arms behind his
     back.

                             HAWK
               No....

                             ALMOND JOY
               That was pretty uncool, George...

                             KAPLAN
               Sorry, you know he kind of reminds
               me of Little Eddie.  But I digress.
               Ah, victory is so sweet....

     Kaplan pulls back the Da Vinci curtain.  Nothing is there.

     THE BALLROOM BANQUET

     A SOVIET CHEF lifts up a silver domed serving tray,
     revealing the Da Vinci helicopter model.

                             MINERVA
               Yum.  This is the best meal I
               ever had...

     ANNA

     bulges her eyes at the revelation.  She pulls out Alex's
     gun and bangs herself in the head.  What to do....

     THE ART TREASURES ROOM

     Kaplan is bugging out.

                             KAPLAN
               Damnit, this isn't the plan!
               Blue light, green light, shit!
               Snickers, Kit Kat, A.J., scramble,
               see if you can find out anything.

     They thunder out.  Hawk, still in Butterfinger's
     oblivious clutches, shouts..

                             HAWK
               Can't you see the Mayflowers
               double-crossed you...

                             KAPLAN
               They may be scum, but if I get the
               Da Vinci model back, then we'll be
               roasting weenies on the beach.

                             HAWK
               I don't think you'll appreciate
               their choice of weenie.

     Kaplan raises his gun.

     THE BALLROOM BANQUET

     Darwin holds the Da Vinci model in one hand and raises
     a glass of vodka in the other.

                             DARWIN
               You're helping us achieve a goal
               and in return, I'm giving you a
               key to the world's executive
               washroom.  Don't piss it away....
               Skoal, amigos...

                              ANNA (O.S.)
               Stop or I'll shoot.

     Minerva and some various Soviet VIPS spew their vodka to
     look up to Anna pointing a gun down at them from the
     second level.  She is shivering, shaking the gun.

                              ANNA
               You people are immoral and
               narcissitic and I won't let you...

     In unison, the Soviet Soldiers surrounding the table
     begin machine gunning up at her.  She dives behind the
     railing.

     THE ART TREASURES ROOM

     Kaplan lowers his gun.

                             KAPLAN
               I can't believe this.  I'm in
               fucking Russia, or do I have to
               say, the fucking Soviet Union and
               I'm shooting a non-Bolshevick.
                       (raising back up
                        his gun)
               I never thought I'd say "I'm just
               in this job for the money."  Sad.
               Any last immature quips?

                             HAWK
               No.
                       (a beat)
               But why do you let Butterfinger
               keep those blood stains on his
               shirt?

     Falling for the oldest trick in the book, Butterfinger
     looks down to his shirt.

                             BUTTERFINGER
               What blood stains....

     Hawk bounces up to savagely head-butt Butterfinger.
     Butterfinger slams back against a wall causing the Gold
     Sickle to fall down around his neck and knock him to the
     ground, pinning his head to the floor.  The Gold Hammer
     next trembles off the wall and crushes Butterfinger's
     skull.

                             HAWK
               You want immature, how 'bout an
               egg fight...

     Hawk flings a Faberge egg, smashing the gun out of Kaplan's
     hand.  Hawk pelts a batch more at him.  Kaplan sloppily
     whips some eggs back.  Hawk finally smashes one in half
     and beans the jagged piece into Kaplan's eye.  He squeals
     to the ground, geysering blood.

     Hawk swoops down to a wheezing, breath controlling Alex.

                             HAWK
               Alex, are you....

                             ALEX
               I can't believe you didn't notice.
               My weight.  I lost ten pounds in
               Rome

                              HAWK
               You're a reed, man.  I gotta get
               Anna.  Hang in there...

     THE BALLROOM

     Bullets stop splintering around Anna at the railing as
     the soldiers fling out their empty cartridges to reload.

     Snickers, Almond Joy, and Kit Kat race out of the hall-
     way area into the ballroom area.  They stop at the sight
     of Anna....

                             ALMOND JOY
               Anna-bannana-fo-fanna, I guess I
               have to cut out your heart for
               real now.  It's not personal.

     Anna feebly raises her gun.  Almond Joy laughs and
     pulls out a knife.

                             ALMOND JOY
               You won't shoot.  I read your
               dossier... Sister.

     The Soviet Soldiers snap in new cartridges as Almond Joy
     moves out from behind the pillar towards Anna.  The
     Soldiers blast away at this newly appearing figure.

     Almond Joy ruptures and vibrates in a Sonny Corleone
     ballet.

                             ALMOND JOY
               I gotta get a new job...

     Snickers and Kit Kat militarily roll on either side of
     Anna as their partner wilts to the ground.  The men,
     Snickers with his mini-Uzi, Kit Kat with his cross-
     bow rifle, briefly leap up to fire down at the soldiers
     with some graphic success.

     Anna watches Darwin and Minerva head up the stairs to
     her level.  She bolts off....

     BALLROOM FLOOR

     The last of the Soviet VIPS flee as the Soldiers tip
     over the M shaped table on its side, using it for
     cover, firing upward.

     KIT KAT

     breaks off and scurries around the second level to get
     a position behind the M.

     He fires down an arrow for a successful kill.  Another
     guard tries to fire up, but Kit Kat impales him to the
     back of the table with a quality shot.

     Kit Kat grins and reloads as Alfred, the butler, regally
     creeps behind him.

     HAWK

     comes out of the long hallway double doors up to where
     Anna is bustling.  They hug...

                             ANNA
               The Mayflowers got...

     Hawk and Anna turn to see the Mayflowers hastening in
     their direction.  Noticing them back, the model-toting
     Mayflowers halt.

     KIT KAT

     turns to Alfred and fires his crossbow.  Alfred effort-
     lessly cuts it in half with his blade and continues
     to move forward.  Still smiling, Kit Kat tries to reload.

     MINERVA

     breaks the standstill.

                             DARWIN
               What a pleasant surprise.  You're
               probably wondering...

                             HAWK
               But you're going to tell us
               anyway...

                             MINERVA
               I hate a man with a sense of
               humor.  While you corn dogs were
               comparing the lengths of your
               masculinity, we obtained the
               helicopter the new fashioned
               way: a thoroughly corrupt business
               deal.

                             HAWK
               If you think you're getting past
               me...

     Grunting behind them, Snickers gun-butts Hawk to the
     ground.

                             HAWK
               Don't be stupid...they...

                             SNICKERS
               Bastard!  If you were a true
               American.

                             HAWK
               Just shut up and hit me!

     Snickers swings a punch.  Hawk blocks it then whomps
     him in the chest.

     As they battle, Darwin grabs Anna's hair, slams her
     into a pillar, and watches her crumple.

     KIT KAT

     gets in an arrow but it's too late.  Alfred stabs
     him deep, deep, deeply, and lifts him from the ground.

     A shower of cards reading "OUCH" "PAIN" and "THIS REALLY
     HURTS" rain from out of Kit Kat's coat.

     Alfred discards him over the edge.

     Kit Kat sails down upon the M.

     The lone card of "FUCK" plops from his open eyed corpse.

     HAWK

     and Snickers trades fierce blows, stumbling down a
     staircase.

     DARWIN

     and Minerva watch the fight with amusement.  Alfred
     approaches.

                             DARWIN
               Alfred, the getaway car...

     SNICKERS

     slashes Hawk in the arm with a small but sinister blade.

                             HAWK
               Damnit, I hate this!  I'm a cat
               burglar!  Nobody said anything
               about this fight-to-the-death
               shit.

                             SNICKERS
               Too bad.

     Snickers goes for a final thrust when suddenly one of the
     silencer time bombs suctions to his head.

     Hawk turns to see Alex, barely standing, at the top of
     the stairs, holding the strange rifle.

     Darwin and Minerva turn to this dramatic entrance.  They
     start to trot off...

                             MINERVA
               I knew it!  I told you it was a
               fake.

                             DARWIN
               That New-York-Italian-Father-
               made-twenty-bucks-a-week-son-
               of-a-bitch.  What was our bet?  A
               million?

                             MINERVA
               Million five, lover...

     HAWK

     boots Snickers down the stairs.  Snickers somersaults
     up and frantically tries to pull off the bomb.

     Snickers wails to the soldiers, who have lowered their
     guns and are poking their heads out of the M to watch.

                             SNICKERS
               Help me you Democratic Reform
               lovers!  Get a screwdriver, you
               Stupid Eskimoes!  Screw-dri-ver!
               Oh God, I always wanted to know
               how to play the harp, there
               just was so little time!  Rosebud!

     The soldiers high-tail it out.  Snickers plugs his ears.
     Nothing happens.

                             SNICKERS
               Maybe it was just a....

     Snickers blows up gloriously before the M.

     THE STAIRCASE

     Hawk bounds up to Alex, who puffs down onto the steps.

                             ALEX
               Get 'em.  They went down the
               hallway.

                             HAWK
               Let's just forget it, I mean...

                             ALEX
               Get em....

     Hawk rushes up the. stairs, gives a "What can I do?" glance
     to the unconscious Anna, and then continues rushing, past
     a pillar.  Minerva emerges from behind the pillar and
     moves forward.

     THE LONG ENIGMATIC HALLWAY

     Hawk chugs beneath the Lenin mural and down the hall-
     way.  He sees Darwin breezing in front of him.  Darwin
     looks back to Hawk then runs forward into the darkness.

     THE BALLROOM

     Minera sits down next to the pained Alex.

                             MINERVA
               Alex.  How's it going?

                             ALEX
               Go, go to Hell, to Hell.

     Minerva pulls out a candy bar and rips it open.

                             MINERVA
               Where's your insulin....No?  Well,
               Bon Appetite.

     Minerva savagely slams Alex's head down and shoves the
     candy bar in his mouth.

     THE HALLWAY

     Hawk moves closer and closer to the darkness of the
     hallway when a one-eyed and bleeding George Kaplan dives
     out of the Art Treasures room and tackles him.  Hawk
     kicks him off...

                             HAWK
               Oh, come on....

     THE BALLROOM

     Alex gulps down the last of the candy bar, shivering.

                             MINERVA
               Very good, Alex, but you re
               still alive....

     She pulls out another candy bar.  Alex, with a last
     burst of strength, punches her across the face.

                             MINERVA
               That's fair.

     THE LONG HALLWAY

     Hawk and Kaplan lock onto each other's throats.

                             HAWK
               Why does this have to be so hard...

                             KAPLAN
               Tell me about it...

     Suddenly, of all things, a car is heard rumbling in the
     darkness.

     Hawk and Kaplan stop fighting and turn to see THE MAY-
     FLOWER LIMOUSINE screeching out of the darkness with
     Darwin standing out of the sunroof firing a gun.

     Bullets fly around them.  From his back pocket, Hawk
     slaps the nice picture of him and Little Eddie into
     Kaplan's hands.

                             HAWK
               Take this to Hell with you...

     Hawk jumps up and grabs a hanging lamp.

     Deranged with confusion, Kaplan turns from the picture
     to the charging limousine.

                             KAPLAN
               My pension.....

     The driving Alfred smiles through the windshield.

     Kaplan's body slams into a vivid somersaulting crash
     into the windshield.

     Hawk's hands burn and sizzle on the hanging lamp.

     Passing beneath, Darwin raises up his gun.

     Hawk lets go of the lamp and drops down on Darwin,
     locking his legs around his neck and crushing him
     down into....

     THE BACKSEAT OF THE LIMOUSINE

     Hawk and Darwin grapple on the floor of the limo.  The
     Da Vinci helicopter model bobs on the backseat.  Darwin's
     gun goes off..

     right through Alfred's throat.  He slumps over, pressing
     down on the accelerator.

     THE LIMOUSINE

     blasts down the hallway, sparking off the wall, and
     bashing off paintings and mirrors.

     THE BACKSEAT

     Darwin flicks on his paper shredder and shoves the side
     of Hawk's hand into its teeth.

     OUTSIDE THE LIMOUSINE

     A mist of blood coughs out of the shredder vent and makes
     a weird bloody line across the wall.

     INT. BACKSEAT

     Hawk yanks his hand from the shredder and grabs the meg-
     lomaniac by the hair and shoves his head down on the
     arm rest.  Hawk turns on the piercing siren and Darwin's
     eyes try to escape his head with a high pitched scream.
     Darwin's entire body bucks wildly.

     Darwin back-elbows Hawk and moves down for his gun.
     Hawk pulls him back by his hair, grabs him by the balls,
     and pushes him upward through the sunroof.

                             DARWIN
               God-damnit, I only wanted to
               destroy the world in my own image.
               I'm a regular Joe...

     Darwin pounds his fists on Hawk's head as Hawk hits the
     sunroof switch sliding it shut on Darwin, pinning
     his arms below the roof, but leaving his torso twisting
     in the wind.

     The mural of a happy Lenin with his arms outstretched
     looms ahead waiting to greet Darwin.

     Putting two and two together, Darwin loses it....

                             DARWIN
               Not Lenin, anybody but Lenin.  God,
               let's talk abut this.

     The limousine charges through the double doors and Darwin's
     body connects with the mural.

     INSIDE THE LIMO

     Hearing the crunch, Hawk flips into the front seat and
     brakes the vehicle.  Alfred's head bounces against the
     steering wheel.  Hawk reaches over with a grin and picks
     up the Da Vinci model.  He looks to Alfred, Kaplan
     crunched in the windshield, and Darwin's dangling legs.

                             HAWK
               Wow, this is really gonna hurt the
               resale value...

     THE BALLROOM

     Hawk runs up to a woozy Anna and helps her up.  She has
     a cross-shaped blood stain on her forehead.

                             HAWK
               Oh, honey....

     Hawk looks to Alex, sitting on the stairs, the same way
     he left him.  Hawk rushes to him.

                             HAWK
               We did it man, we...

     Hawk grabs Alex's shoulder.  Alex falls back.  Written
     over his face in red lipstick is REALLY DEAD.

     Engaging a slow motion sequence, Minerva saunters behind
     Anna, putting on red lipstick.  Minerva slams her back
     to the ground.

     Hawk howls then turns to see stiff-upper-lip Alfred,
     bleeding from the neck.  Hawk tries to throw a punch,
     but Alfred blocks it and crunches him across the face.

     The Da Vinci helicopter model bounces down the stairs
     in slow motion and cracks open, revealing the intricate
     mirror of the opening scene.

     INT. DARK ROOM ATOP MAYFLOWER MUSEUM--DAY

     A damaged Hawk awakens in a dungeonish room and stumbles
     to some shutters.  "O Solo Mio" returns on the sound-
     track as the shutters open to a postcard view of Vinci.

     Hawk closes the shutters and cuts off the music.  A
     slightly more composed Anna touches his shoulder causing
     him to jump slightly.  They melt into a kiss.

                             ANNA
               Oh Hudson...

                             HAWK
               I told you not to call me Hudson.
               The only people who called me that
               were the nuns at...

                             ANNA
               Oh Hudson, I'm a sister of the
               Catholic church as well as an
               agent.

                             HAWK
                       (cut-off laugh)
               This is too bad to be false.

     Alfred enters the room in his favorite outfit with a
     bandage around his neck.  His voice is strange, but still
     polite.

                             ALFRED
               Welcome back to Vinci.

                             HAWK
               Last rites, sister?

                             ANNA
               Please, no nun jokes...They're a
               bad habit to get into....get it?

     Hawk and Anna unconvincingly laugh then sadly pause.

                              HAWK
               She killed Alex.

     Alfred gives them a push.

     INT. THE DA VINCI WORKSHOP

     Alfred leads them through the Da Vinci workshop past the
     bat winged glider and incongruously crammed-in tennis ball
     machine.

     INT. THE ROOM OF THE GOLD MACHINE--DAY

     Alfred grandly opens double-doors to reveal that Da
     Vinci's gold machine has been majestically re-created
     piece by piece.  In the periphery, the 90's rears its
     head in the form of THREE TECHNICIANS wearing headsets
     and gun holsters who consult computer terminals.

                              MINERVA (O.S.)
               GOLD-FI-ING-ER!

     Hawk and Anna turn to see Minerva splashily enter in
     sexy funeral-wear.

                              MINERVA
               Sorry, I couldn't resist.  You're
               probably wondering why you're
               still alive.  Anna.....

     As Minerva speaks, TECHNICIAN ONE forcibly escorts Anna
     toward a stand near the gold machine and tightly
     handcuffs her to it.

                              MINERVA
               I want you to monitor the Da
               Vinci's directions from the
               apprentice diary.  And Hawk, I
               didn't want you to go to hell
               without knowing that Darwin and
               I's dream came true.
                       (suddenly sheepish)
               Beside that, none of us can seem
               to put that damn crystal together.
               Alfie and I were up all night with
               the thing.

     TECHNICIAN TWO commences a forcible escort of Hawk to the
     gold machine.  Hawk cold-cocks him to the ground.

                              HAWK
               You killed a friend.  Why should I
               help you go for the gold?

                              MINERVA
               It'll take a couple of years of
               steady production, but I'll flood
               the market with so much gold that
               gold itself, the foundation of all
               finance, will lose its meaning.
               Brokers, economists, and fellow
               entrepreneurs will drown in the
               saliva of their own nervous
               breakdowns.  Markets will crash-
               crash.  Financial Empires will
               crumble-crumble.

                              HAWK
               Except yours-yours.  The goal of
               world domination.  Well, if you
               put it that way, Minnie.  How can
               I resist?

                              MINERVA
               You can't, convict!  You're just
               a shmoe!  Every shmoe has the
               fantasy the planet revolves around
               them.  It rains, car crash stops
               traffic, you say "How could this
               happen to me?"  It's a natural
               inclination.  But for I, this
               isn't a fantasy, it is reality!
               You are on my planet!  You walk
               around the corner for coffee, out
               of my sight, you do not fucking
               exist!  The lives of shmoes like
               you have meaning only in relation
               to the rich, to the powerful, to ME!

     Anna looks at the oil cloth diary before her.  She pulls
     a compact from her pocket and holds the compact mirror
     over the scribblings.  Reading off the reflection, her
     eyes widen.

                              ANNA
               Do it.  There's no reason to fight
               anymore.  She's a force of nature.

     Trying to get a grip on Anna's words, Hawk lets himself
     be escorted to another stand before the gold machine that
     has the two complex crystal parts and the weird mirror.

                              MINERVA
               If you pull this off, I can't
               promise I won't kill you.  I mean,
               who we trying to kid?  But I will
               spare the Flying Nun here....

                              HAWK
               And to think I thought you were
               Evil Incarnate in pumps.

                              MINERVA
               I killed some lovable working
               class Italian-diabetic, but you
               killed the most significant male
               figure of the decade and a kind,
               gentle lover.  So don't play with
               me.

     Minerva flicks a switch on the stand Anna's handcuffed
     to.  Anna vibrates, being electrocuted.

                              HAWK
               Okay, fine!

     Minerva switches it off.  Giving himself a head rub, Hawk
     bears down on the three oddly malleable objects.  He
     TANGLES and BENDS and with a loud SNAP, puts them
     together, forming the Crystal from the opening scene.
     Minerva snatches it from him and puts on a head-set.

                              MINERVA
               Oh Hawk, don't ever change.  Go,
               team, go!

     Minerva giddily sets the crystal in the same place as Da
     Vinci had it in his machine.

     Using a long steel pole, Technician One adjusts a myriad
     of mirrors so they are in a proper angle with a series
     of lenses culminating on the top of the machine.

     Technicians Two (black-eyed) and Three pour various
     chemical powders and liquids into corresponding compart-
     ments on the machine, beautifully decorated by the
     chemical's zodiac sign.

     Alfred places a lead bar in its proper place.

     Hawk glides to Anna and undoes her handcuff.

                              HAWK
               I hope you know what....

                              ANNA
               Trust Leonardo....

                              HAWK
               Wha.....

     Anna puts her fingers on his lips.

     Minerva throws a lever.  Steam begins to percolate from
     the furnace towards the machine.

                              MINERVA
                       (into the headset)
               We're for real.

     THE MACHINE

     begins to rotate, at first clunkily, then faster.
     The Crystal rotates comfortably in its compartment.

     The machine throws out its folding arms, each with an
     element.  The arms click higher.

     The goggled technicians stand before a time-coded video
     monitor, taking notes.

     The chemical housings open and the chemicals begin to
     spill and drop through brass tubes.

     ANNA

     murmurs to Hawk.

                              ANNA
               Da Vinci made the real directions
               in a secret script that I decoded.
               The way the machine is running
               now, the gold will produce too
               quickly, clog, and the machine
               will shut itself down.  Isn't it
               wonderful?

                              HAWK
               Yeah, but what would happen if that
               little mirror came out of the
               crystal.

                              ANNA
               Wha -- you don't want to know...

     Hawk pulls out the mirror from his pocket.

                              HAWK
               I wanna know...

                              ANNA
               Holy sh-h--things are going to
               get very interesting, very fast.
               Da Vinci would be proud of you.

     IN THE MACHINE

     The chemicals snake down their individual paths to the
     Lead Bar spinning its trough.  There's a FLASH and a
     controlled but jarring explosion.

     EVERYONE

     doubletakes.  Hawk reaches down to the six foot steel
     pole and with one swing slams the faces of all three
     deep in concentration Technicians to the ground.

     Oblivious to the violence behind her, Minerva, pulling
     on goggles over her head-set, moves closer with a
     religious purr.

     THE MACHINE

     triggers a fresnel lens and laserlike beams bounce around
     the mirrors faster and faster, circling the room.

     OUTSIDE THE MACHINE

     Hawk and Anna squint, blinded.  Flinging off her goggles,
     A literally beaming Minerva giggles forward.

     THE MACHINE

     Beams of light converge on the top mirror and bounce into
     the innards of the machine with a mighty roar!

     MINERVA

     sees that the center of the machine gleams yellowish and
     molten.  She moves closer, shouting into her head-set.

                              MINERVA
               Eureka, motherfuckers!

     The machine thunders and spins at a more aggressive
     pace.

     Hawk's voice suddenly comes on Minerva's head-set.

                              HAWK'S VOICE (head-set)
               Minnie, hate to interrupt your
               orgasm, but....

     HAWK AND ANNA

     stand above the unconscious Technicians.  Hawk is on
     head-set.

                              HAWK
               Me, Anna, and Leonardo just wanna
               say you got the Midas touch, baby...

     MACHINE

     Minerva turns toward the machine in anger and confusion.

     The center of the machine blows.  The pool of molten gold
     rockets at the viewer.

     Mirrors explode and the lasers slash at the walls.

     Minerva tumbles from the machine, screaming, that is to
     say, trying to scream, because molten gold covers her
     face.  It bubbles and cascades, turning her into a
     bizarrely beautiful echo of Nefertiti.

     HAWK AND ANNA

     turn to retreat, and see, standing in the mouth of the
     open double doors, in an open shirt, wearing Indian war
     paint on his face and the words RULE BRITANNIA painted
     on his chest, ALFRED!

                              ALFRED
               How.

                              HAWK
               You're unemployed, Alfie.  Boss
               is dead.  Her plan is over.

                              ALFRED
                       (strange voiced)
               My plan is just beginning.  I'll
               forgive you for denying me the
               pleasure of slaughtering my
               boorish employers, but I'm afraid
               the birth of the new British
               Empire can have no witnesses!

                              HAWK
               Ooh-kay...

     Alfred rushes forward with a howl.  Hawk meets him
     halfway.  They trade savage punches and then lock onto
     each other's throats.

     Anna pulls a gun from a technician's holster and prays
     for forgiveness.  She aims steadily, and fires...

     right into Hawk's arm.  This allows Alfred to knock him
     back with a strong punch.

                              ANNA
               Sorry!

     She fires again.  The bullet pings off Hawk's belt buckle.

                              HAWK
               Stop helping me!  Thou shalt not
               kill!

     Hawk's turning to chastize Anna, allows Alfred to kick
     Hawk back against a wall.  Alfred lunges out with his
     blade, hitting the wall off-angle.  Hawk yanks the shaft.
     Alfred goes with the flow and presses the shaft on Hawk's
     throat.

     Gasping, Hawk looks to a rip in Alfred's shirt and sees
     a hinge and lever on the shaft.  With an all or nothing
     jerk, Hawk flicks the lever.  The shaft clicks on the
     hinge.

     Alfred's greater strength and narrower grip makes it fold
     away from Hawk and suddenly it is Alfred's throat which
     is caught in the V-shaped trap!  The momentum of the
     sudden change makes Alfred stumble towards the wall until
     the point of the "V" hits it--

                              HAWK
               Don't lose your head over this.

     Hawk takes the six foot steel pole and gives a Babe Ruth
     swing right onto the V.  The blades slam together and
     POP ALFRED'S HEAD OFF, SENDING IT SCREAMING DISEMBODIED,
     HIGH IN THE AIR.

     ALFRED'S SCREAMING HEAD P.O.V.

     Hawk and Anna are seen waving up to the viewer (Alfie's
     head).

                              HAWK
               Excuse my crass American humor.

     The machine thunders with another explosion.

     THE DA VINCI WORKSHOP

     Hawk and Anna rush into the Da Vinci workshop.  She
     guiltily touches the surface wound on his arm.  He
     delicately takes the gun from her and laughs until he
     sees...

     BUNNY THE DOG!! standing in the open mouth of the
     workshop.  Anna turns to Hawk...

                              ANNA
               Allow me.

     Anna confidently moves toward the dog until Bunny leaps
     up and savagely clamps his teeth into her throat sending
     her crashing to the ground.

     Hawk pauses in disbelief before raising the gun.

     Bunny continues to viciously gnaw away on the convulsing
     Anna, blood gently starts to emerge.

     Hawk can't get off a shot.  He throws down the gun in
     exasperation.  It lands next to The Gadget that is
     connected to the Tennis Ball Machine.  Hawk rushes
     forward, picks up the gadget, turns the dial to Ten, and
     then smiles sweetly toward the dog.

                              HAWK
               Oh Bunny, Ball-Ball.

     Bunny stops his violent behavior and perkily looks up
     blood droplets drizzling from his mouth.

     Hawk slams down on the gadget.

     A tennis ball comes rocketing out of the machine.

     Bunny leaps and catches the rocketing ball but the force
     of it sends him FLYING AND CRASHING out a window.

     Hawk pulls up Anna as the machine completely EXPLODES.

     A huge chunk of the roof THUDS before the workshop door.

     Hawk suddenly looks off-camera and smiles.  Anna shakes
     her head vigorously.  He pulls her out of the frame.

     EXT. A VINCI COUNTRYSIDE TREE

     A man awakens from a nap and pulls up his hat.  It is THE
     TRAVELING JUGGLER WITH THE UNFORGETTABLY ETCHED FACE.

     He pulls his three red balls from a pouch on his mule.
     He begins a stoic juggle when another loud BOOM sends him
     to the ground.

     EXT. OUTSIDE THE GRAND CASTLE--DAY

     An explosion of steam and gas blows out the windows!
     Debris frisbees toward the camera along with....

     Anna, hanging on Hawk's waist, and Hawk, hanging from
     the bar on DA VINCI'S BAT WINGED GLIDER.

     The glider gracefully swooshes down through the castle -
     through the glorious vista.

     EXT. THE ROAD TO THE CASTLE

     The glider floats to a perfect landing before the
     Unforgettable Juggler.

                             JUGGLER
                         Che pazzo....

     Hawk and Anna collect themselves and look up to the smoke
     billowing castle.  They smile and gush in relief.  They
     wrap arms around the confused but warming up Juggler and
     laugh again.

     A SMALL PIAZZA

     The mule trots into a small storybook piazza in the hush
     of dawn.  Hawk, Anna, and the unforgettable Juggler ride
     atop it.

     A WOMAN WITH AN UNFORGETTABLY ETCHED FACE moves to a cafe
     table with a luminous smile.  She unfolds a table cloth
     atop it and then mystically sets down two cappuccinos.

     Hawk and Anna dismount, thank the Juggler, then cozy into
     the table.

                             HAWK
               Have I ever told you the world is
               beautiful...
                       (semi-seductively)
               I'd really like to play
               Nintendo with you, or something...

                             ANNA
               Hudson, I'm afraid I'm sticking
               with God.
                       (smiling)
               But you're a close second, tough
               guy.  What is that smile?

                             HAWK
                       (broadly grinning)
               I got my planet back.

     Hawk puts on a pair of sunglasses that look exactly like
     the ones Da Vinci wore in the opening and raises his cup.

                             HAWK
               The first one's for Alex.  Cheers.

     The viewer's viewpoint moves into Hawk's lips having a
     sip of that damn unmasculine European coffee.

                                                FADE OUT.






                              THE END