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The Tourist Movie Script

Writer(s) : Julian Fellowes

Genres : Action, Drama, Thriller

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                            THE TOURIST
      
      
     
      
                             Written by

                           Julian Fellows

      

                      Based on "Anthony Zimmer"

                                 by

                             Jerome Salle


      
                                                 June 9 2008
      
      
      
    
      EXT. PARIS - DAY
      
      CRANE DOWN from a view of Paris on a misty day.   Cool,
      gray and beautiful.
      
      A taxi stops by the curb of a wide, cobbled street. All
      around there is bustle and activity, with cars and people
      hurrying about their business.
      
      The door opens and a pair of exquisitely shaped female
      legs in Christian Louboutin high heels swing out.
      
      
      INT. GARE DE L'EST, PARIS - DAY
      
      WE FOLLOW the legs up the steps, across the concourse,
      through the station. Men turn and stare.
      
      CARA MASON (30, stunning) shows no sign of noticing. She
      wears dark glasses and carries a traveling bag in one
      hand, a copy of the International Herald Tribune in the
      other.
      
      
      INT. BRASSERIE, GARE DE L'EST - DAY
      
      A YOUNG WAITER wiping down the bar stops to watch Cara
      enter and take a seat at a table slightly set apart.
      
      An OLDER WAITER approaches her. They exchange a few
      words and he walks toward the bar.
      
                              WAITER
                She's waiting for someone.
      
                              YOUNGER WAITER
                Probably waiting for me.
      
                              WAITER
                The door's waiting for you if you
                don't get back to work.
      
      A MESSENGER clad in leather, wearing a motorcycle helmet,
      enters the cafe and looks around. He consults a
      photograph.
      
      His eyes land on Cara. He walks over and holds out a
      document-sized envelope.
      
                              MESSENGER
                C'est vous, Mademoiselle?
                                                               2.
      
      
                                CARA
                Oui.
      
      As the messenger walks away she opens the folder and
      shakes out the contents. There is a ticket for the
      Orient Express and a handwritten letter...
      
      She spreads it out on the table like a precious treasure
      map. Her beautiful forehead creases with concentration as
      she reads...
      
                              ALEXANDER'S VOICE (V.O.)
                     (English accent)
                They are following you Cara.
      
      She looks up. Takes out a small makeup mirror and holds
      it in front of her face to glance around behind her...
      
                              ALEXANDER'S VOICE (V.O.) (CONT'D)
                They think you'll lead them to me.
                But if you follow my instructions
                closely, there is a way for us to
                get away...
      
      Cara scans the rest of the letter.
      
      CAMERA glides down to see the signature at the bottom:
      "Love, Alexander."
      
      We barely have time to read this before Cara's perfectly
      manicured hand crumples the letter, places it in a saucer
      and sets fire to it.
      
      The YOUNG WAITER hurries over, alarmed.
      
                                YOUNGER WAITER
                Mademoiselle!    Je vous en prie--
      
      Cara is already gathering her things and walking away.
      
      
      INT. GARE DE L'EST STATION - MOMENTS LATER
      
      As Cara walks toward the platform...
      
                              ALEXANDER'S VOICE (V.O.)
                Take the 4:25 Orient Express to
                Venice. En route select a man my
                approximate height and weight...
      
      Her eyes scan the platform.
                                                                3.
      
      
                                 ALEXANDER'S VOICE (V.O.) (CONT'D)
                   Have faith Cara. I'll be with you
                   soon.
      
      CARA'S POV
      
      Men of various shapes and sizes are boarding "The Orient
      Express." She pauses only long enough to assess and
      discard: too old, too young, too thin, too overweight...
      
      Her gaze comes to rest on a WELL-DRESSED FRENCH MAN.
      Medium height, medium build. Standing alone. Examining
      his ticket.
      
      Cara glances at her reflection critically in the polished
      glass window of the train. Adjusts her hair and dress.
      
      Satisfied with what she sees, she turns and starts toward
      the WELL-DRESSED FRENCH MAN like a cat stalking prey.
      
      The CAMERA admiringly FOLLOWS her silky approach.
      
      The FRENCH MAN hears the click of her heels and looks up.
      His mouth falls open...
      
      HIS WIFE arrives and shuts it for him.
      
                                 WIFE
                   What are you doing Vincent?   Our
                   train car is over here!
      
      With a regretful backward glance at Cara, he allows
      himself to be dragged away.
      
      Frustrated, Cara turns and casts about for another
      possibility.
      
      She spots a TOUSLE HAIRED MAN seated on a bench.
      
                                 CONDUCTER (V.O.)
                   All aboard! All aboard the 4:25
                   is departing!
      
      Tousle Hair gathers his bags to get on the train.
      Encouraged, Cara moves to cut him off.
      
      As Tousle Hair stands up REVEAL... he's six foot seven.
      
      Cara stops short, irritated. The MAN behind her boarding
      the train is fumbling with his suitcase and doesn't
      notice. BAM he walks straight into her.
                                                             4.
      
      
                               CARA
                 Ow!
      
                                FRANK
                 Sorry!   Excuse me. Pardone moi.
      
      FRANK TAYLOR (30's, amiable) is a cheerful American
      tourist. Open face, completely lacking in guile.
      
      Frank continues to mutter apologies as he walks gingerly
      around Cara and boards the train.
      
      Cara watches him with thinly veiled contempt. Frank is a
      man of average size, average build... she peers over her
      glasses at him. And her expression slowly changes. She
      follows him onto the train.
      
      ANGLE ON
      
      A GOOD-LOOKING ENGLISHMAN loitering further down the
      platform, reading the Herald Tribune. Or rather, not
      reading it. He's been watching Cara. He lowers the
      paper and climbs onto the train through a different door.
      
      
      EXT. PARIS - DAY
      
      The gleaming Orient Express pulls out of the station and
      gets underway.
      
      
      INT. ORIENT EXPRESS - AFTERNOON
      
      The train is moving.
      
      The thick carpet, the mellow wood of the inlaid panels,
      the subtlety of the Lalique mirrors and the softly lit
      lamps all inspire a feeling of great luxury.
      
      Frank looks vaguely out of place, sitting by the window
      in his casual jeans and pullover sweater. He's wrapped
      up in a dog-eared paperback spy novel. So wrapped up
      that he barely notices Cara sit down opposite him.
      
      She crosses her legs.   He glances up.
      
      Slowly, nonchalantly, she takes her coat off.   Then the
      headscarf tied around her neck.
      
      FOLLOW her sensual movements in TIGHT CLOSE UP. The
      effect is as if she's performing a tantalizing strip
      tease.
                                                               5.
      
      
      Frank is captivated to the point of being unsettled.
      
      She takes off her glasses to reveal stunning eyes.
      
      She goes to remove her mock-turtleneck sweater.   The
      zipper seems to give her trouble.
      
      Without bothering to struggle she sits up in her seat and
      leans toward Frank.
      
                              CARA
                I think I'm going to need your
                help.
      
      Frank is barely able to respond.
      
                                FRANK
                Hmm?
      
                              CARA
                My zipper...
                     (off his blank look)
                It's stuck.
      
      Frank finally moves into action.   He sets his book down
      and leans closer.
      
      Awkwardly he reaches towards Cara's beautiful neck. He
      attempts to unwind the trapped thread of fabric. But the
      zipper resists.
      
                              FRANK
                I'm afraid of hurting you.
      
      She slides forward on her seat, to get even closer.
      
                              CARA
                Don't be afraid.
      
      The train car sways slightly and throws Frank off
      balance. He tugs sharply and the zipper suddenly gives--
      with a tearing sound.
      
      Frank freezes, looking down at the zipper still in his
      fingers.
      
                                FRANK
                I'm... sorry.
      
      Cara's eyes flash fury for a brief moment.
      
                              CARA
                It doesn't matter.
                                                               6.
      
      
                              FRANK
                Maybe I should let you do this--
      
                              CARA
                Don't give up so quickly.
      
      Reluctantly, Frank continues with the zipper. The
      tearing sound continues as he lowers the zipper, inch by
      inch.
      
      First her neck, then her throat, then her cleavage are
      gradually uncovered. The zipper keeps going downward.
      No sign of anything underneath.
      
      Frank is practically sweating.
      
      Finally he uncovers fabric. He finishes unzipping the
      sweater and sits back into his seat.
      
      Cara slides it off her shoulders, sensuous as ever.
      
                               CARA (CONT'D)
                Thanks.
      
      And settles back into her seat, cat-like. He stares at
      her for several moments, at a loss for words.
      
                              FRANK
                My name is Frank.
      
                               CARA
                Cara.
      
      A white-jacketed STEWARD arrives.
      
                              STEWARD
                     (to Frank)
                Will you and your wife take dinner
                here or in the dining car this
                evening, monsieur?
      
                               FRANK
                Pardon me?   Oh, no.   We're not
                actually--
      
                              CARA
                The dining car would be lovely,
                thank you.
      
      The steward nods and disappears.    Frank just stares.
      
                                                          CUT TO:
                                                              7.
      
      
      EXT. MOUNTAINOUS COUNTRYSIDE - SUNSET
      
      The Orient Express plows through the Alps. PUSH IN ON a
      window where we see Frank and Cara sitting at a romantic,
      candlelit table eating dinner.
      
      
      INT. DINING CAR - EVENING
      
      Linen tablecloths. Fine china. Frank is one of the only
      men in the dining car not in a dinner jacket.
      
      Frank takes out a bottle of pills from his pocket, then
      another and another...
      
      He takes one or two pills from each and swallows them
      methodically. She watches him.
      
                                 CARA
                 Are you ill?
      
                                 FRANK
                 What?   No.
      
      She looks at all the pills spread out beside his plate.
      
                                 FRANK (CONT'D)
                 Just nervous.    I don't like
                 travelling.
      
                               CARA
                      (gently mocking)
                 So you decided to take a holiday
                 on the Orient Express?
      
      He hesitates.
      
                               FRANK
                 I'm on my honeymoon.
      
                               CARA
                 Your honeymoon?
      
      Cara is annoyed at this revelation.
      
                                CARA (CONT'D)
                 Should we ask the waiter to set
                 another place?
      
                               FRANK
                 She's in Pennsylvania.
      
      Off her questioning look...
                                                                 8.
      
      
                              FRANK (CONT'D)
                You're sure you want to hear this?
      
                              CARA
                If you'd like to tell me.
      
                              FRANK
                Two weeks ago she left me. For
                the owner of a pizza parlor.
      
                                CARA
                That's awful.
      
      Frank nods, matter-of-fact.
      
                              FRANK
                No travel insurance. No refund on
                the tickets. So... here I am. On
                my honeymoon.
      
                              CARA
                I'm sorry, Frank.
      
                              FRANK
                I really loved that pizza too.
                "Bala Pizza" if you're ever in
                Rosemont.
      
                              CARA
                I wouldn't touch it.    I'm loyal to
                you.
      
      A waiter delivers their drinks.
      
                                WAITER
                A Cointreau for Mademoiselle. And
                for Monsieur... a "Miller Light."
      
                                FRANK
                Thanks.
      
      The waiter rolls his eyes and leaves them.    Cara seems
      amused by Frank's obliviousness.
      
                              FRANK (CONT'D)
                What takes you to Venice?
      
      She nods toward his well-thumbed paperback.
      
                              CARA
                You read spy novels.
                     (playful)
                              (MORE)
                                                              9.
      
                              CARA (CONT'D)
                I'm a mysterious woman on a train.
                You tell me what my story is.
      
                                FRANK
                Okay... you'd be a diplomatic
                attach� or... let's see... a girl from
                East Germany whose father's been
                kidnapped by Soviet agents.
                They're blackmailing you into
                stealing... probably a microchip.
                There's usually a microchip
                involved.
      
                              CARA
                What awaits me?
      
                              FRANK
                Trouble, certainly.
      
                               CARA
                Danger?
      
                              FRANK
                No doubt. You'll probably be shot
                at in less than two chapters.
      
                              CARA
                Is there a man in my life?
      
      Beat.
      
                              CARA (CONT'D)
                Or a candidate for the job?
      
      He gazes at her with a glimmer of hope. She's insanely
      out of his league. But she's the one flirting with him.
      
                               FRANK
                Maybe.
      
                                                         CUT TO:
      
      
      EXT. PARIS, ILE DE LA CIT� - EVENING
      
      The magnificent Prefecture de Police on the Ile de la
      Cit�. A convoy of black Mercedes arrives.
      
      
      INT. INTERPOL OFFICES, PARIS - EVENING
      
      Footsteps echo in the grand marble hallways.
                                                             10.
      
      
      JOHN ACKERMAN moves down the hall with purpose. British,
      Interpol chief inspector. He's the kind of man who
      commands respect (think Tommy Lee Jones in The Fugitive.)
      
      MELISSA JONES, his American counterpart matches him step
      for step.
      
                              JONES
                We're putting a lot resources into
                this investigation, John. Tell me
                you're going to get him this time.
      
                              ACKERMAN
                     (dry)
                We're going to get him this time,
                Ms. Jones.
      
      GOYAL, (Ackerman's Deputy) closes his cell phone.
      
                              GOYAL
                She's on the train. They'll be in
                Venice in the morning.
      
      
      INT. INTERPOL CENTRAL BRIEFING ROOM, PARIS - EVENING
      
      Behind the ornate, 17th century doors is a high-tech
      amphitheater style briefing room. All glass and steel.
      
      Suited bureaucrats and officers from all over Europe
      listen to Ackerman as he leads the meeting from the
      podium.
      
                              ACKERMAN
                Our target's name is Alexander
                Pearce. British citizen, born in
                London into an ordinary middle
                class family. The only thing
                remarkable about his childhood was
                a preternatural gift for numbers.
      
      Ackerman clicks a slide projected on a large screen
      behind him: a fuzzy photo of a British schoolboy with a
      shy grin.
      
                              ACKERMAN (CONT'D)
                Which he used to hack into a
                computer and fix the test results
                his final year at school.
      
      JEAN LUC (French Interpol liaison) looks up skeptically.
                                                           11.
      
      
                              JEAN LUC
                Your mastermind couldn't pass his
                exams on his own?
      
                              ACKERMAN
                He didn't fix his test scores; he
                fixed the scores for all the girls
                in the class. It made him very
                popular.
      
      A ripple of laughter through the group.
      
                              ACKERMAN (CONT'D)
                     (severely)
                What started as school pranks
                eventually became something much
                more serious. After a year in the
                training program at Goldman Sachs,
                he decided that gambling suited
                him better than working for a
                living. That, in turn, involved
                him with some rather unsavory
                people and ultimately led him to
                put his financial genius to work
                in his true calling: money
                laundering.
      
      QUINN is the Swiss Interpol liaison. He speaks with the
      crisp accent of a man who is fluent in several languages.
      
                              QUINN
                You've assembled quite a task
                force to catch a common money
                launderer, Mr. Ackerman.
      
                              ACKERMAN
                There is nothing common about
                Alexander Pearce. Quiet simply,
                he has turned money laundering
                into an art form. His greatest
                innovation: The False Lawsuit.
      
      He clicks through a series of flashy Powerpoint slides
      illustrating Pearce's financial dealings.
      
                              ACKERMAN (CONT'D)
                Pearce sets up two companies: one
                is a Casino in Arizona for example
                and the other is a shell company
                in the Cayman Islands.
                              (MORE)
                                                           12.
      
                              ACKERMAN (CONT'D)
                The Cayman Islands company files a
                lawsuit against the casino,
                claiming copyright infringement or
                some other complaint. They
                "succeed" in winning the case and
                the casino pays the shell company
                an enormous settlement.
      
                              QUINN
                     (understanding)
                The money travels from America to
                the Cayman Islands...
      
                              ACKERMAN
                Yes, but now the money is legal.
      
                              JONES
                Not quite legal. The I.R.S. has
                been cheated out of the revenue.
                     (beat)
                We calculate that Mr. Pearce's tax
                bill currently stands at $743.7
                million dollars.
      
      Jean Luc leans toward his colleague.
      
                              JEAN LUC
                     (whispers in French)
                That explains what the American
                harridan is doing here.
      
      Ms. Jones gives him a glacial stare.
      
                              JONES
                Exactement, monsieur.
      
      Jean Luc reddens. Oops.   Apparently not every American
      fits the stereotype.
      
                                ACKERMAN
                Mr. Pearce has some other debts as
                well. Most of you will recognize
                Ivan Demidov...
      
      Click: A PHOTO of a balding RUSSIAN OLIGARCH emerging
      from a limo.
      
                                ACKERMAN (CONT'D)
                ...Pearce laundered over a billion
                dollars for Demidov. At some
                point Pearce decided he'd rather
                steal from Demidov than help him
                steal.
                                (MORE)
                                                              13.
      
                               ACKERMAN (CONT'D)
                      (beat)
                 Given Demidov's ties to organized
                 crime, I'd say that was a mistake.
      
                               JONES
                      (clears her throat)
                 The U.S. Government is not
                 participating in an investigation
                 of a member of the Russian
                 parliament; our target is
                 Alexander Pearce.
      
      Ackerman smiles coolly at her.
      
                                  ACKERMAN
                 Of course.
      
      An INTERPOL OFFICER from Germany raises his hand.
      
                               GERMAN INTERPOL
                 Has Mr. Pearce ever been in
                 custody?
      
      Ackerman looks down for a moment, as if it pains him to
      answer.
      
                                  ACKERMAN
                 Almost.
      
                                                           CUT TO:
      
      
      EXT. ALEXANDER'S SEA SIDE VILLA, VENICE - NIGHT
      
      
      SUPER:   ONE YEAR AGO
      
      Fog covers the skyline, exposing only the slate rooftops
      of buildings that haven't changed in centuries. We hear
      the sound of water gently lapping the shore.
      
      From out of the mist emerges...
      
      A GUARDACOSTE -- a patrol boat, lights dimmed. It gently
      touches the beach. A CARABINIERI officer lowers a ramp.
      
      An INTERPOL TACTICS TEAM in Kevlar and headgear pours out
      of the patrol boat.
      
      Ackerman steps off, pulling on a vest.     He nods to Goyal.
      
                                  ACKERMAN
                 Finally.     Let's go.
                                                              14.
      
      
      They follow the team.
      
      
      EXT. MAIN GATE OF THE VILLA - MOMENTS LATER
      
      ANGLE ON A SPECIALIST who kneels to open an electric
      panel. REVEAL a glass plate with a fingertip shape in
      the center. The SPECIALIST places his hand against the
      glass: a red light beeps on -- it's a bio-metric lock.
      
      He turns to Ackerman.
      
                              SPECIALIST
                This is gonna take a few minutes.
      
      Ackerman betrays no impatience. He knows better than to
      rush the professionals. He simply nods.
      
      The Specialist opens a tool box filled with sophisticated
      gear and gets to work...
      
      
      INT. ALEXANDER'S VILLA, PENTHOUSE - NIGHT
      
      Wrapping a towel around herself, CARA MASON, the girl
      from the train, stares at herself in the bathroom mirror
      for a beat. So do we.
      
      She steps out into the lofty master bedroom suite.
      
      In the dressing room, Cara calls out to someone in the
      next room.
      
                              CARA
                I'll be ready in fifteen minutes.
      
      Cara sits on the bed, drying her hair. On a night table
      beside her are keys, a wallet and an expensive MAN'S
      WATCH.
      
      Cara pauses; she's heard something.
      
      She walks across the tiled floor to the balcony
      overlooking the elevator entrance.
      
      She freezes; six tactics OFFICERS face her with guns
      drawn.
      
      ACKERMAN steps up the stairs, pistol in hand. He
      gestures at Cara to be quiet and come towards him...
      
      Cara stands stock still for a long instant.   Then...
                                                                15.
      
      
      SLAMS the oaken door of the master bedroom suite in
      Ackerman's face, locking it.
      
      She calls out...
      
                                 CARA (CONT'D)
                 Alexander!
      
      
      ON THE STAIRS
      
      Ackerman shakes the doorknob, cursing; a Tall Commander
      calls for the BATTERING RAM which is rushed up the
      stairs...
      
      The tactics team CRACKS the door.
      
      Ackerman charges into...
      
      THE BEDROOM
      
      Cara stands frozen beside the man's effects on the night
      table. The wallet. The keys. The watch.
      
                                 ACKERMAN
                 Where is he?
      
      On the other side of the room, Ackerman sees an OPEN
      WINDOW, which the ocean breeze swings.
      
      Rushing forward he sticks his head out the window.
      
      Hanging outside the window is the rigging for a WINDOW
      WASHER'S PLATFORM - a platform that seconds before was
      lowered to the sand below.
      
      In the distance, a recently boarded water taxi pulls away
      from the dock and sails out into the lagoon.
      
      
      IN THE BEDROOM
      
      Ackerman turns to face the study.
      
      On the desk is a cup of coffee with steam gently rising
      from its surface. A cigarette sits lit in an ashtray,
      the smoke curling toward the ceiling.
      
      Ackerman stares at the empty, slowly revolving, chair.
      
      He walks toward CARA, now in custody.      He holds her
      defiant gaze for a moment.
                                                              16.
      
      
                              ACKERMAN
                You have nothing to say?
      
      Cara looks at him for a moment, then lowers her eyes.
      
                              ACKERMAN (CONT'D)
                Get her out of my sight.
      
      The Tall Commander shepherds the handcuffed Cara down the
      stairs and into the elevator.
      
      She wears Alexander's WATCH....
      
                              QUINN (V.O.)
                What does this Alexander Pearce
                look like?
      
                                                        CUT TO:
      
      
      INT. INTERPOL CENTRAL BRIEFING ROOM - RESUME
      
      Ackerman closes the file in front of him on the podium.
      
                              ACKERMAN
                Nobody knows. He disappeared
                after his escape. He's had
                extensive plastic surgery to alter
                his appearance since then. Drug
                lord Amado Carillo did the same
                thing in the 90s to successfully
                elude authorities.
      
                              QUINN
                How do you know about it?
      
                              ACKERMAN
                Pearce worked with no more than a
                few accomplices at one time. He
                treated them so well that they're
                virtually all completely loyal.
                None of them would cooperate.
                We've questioned the ones we could
                find, and the only thing we
                learned is that Pearce apparently
                arranged it so even his own people
                have never seen him after the
                surgery.
      
                              JEAN LUC
                So nobody knows what he looks
                like?
                                                               17.
      
      
                               ACKERMAN
                Correct.
      
                              JEAN LUC
                Forgive me for saying so Mr.
                Ackerman, but he slipped away from
                you when you knew his whereabouts
                and his appearance...  What makes
                you think you can catch him now?
      
      Ackerman regards him with aplomb.
      
                              ACKERMAN
                His girlfriend was recently
                released from custody. He'll come
                for her. We'll be waiting.
      
                              QUINN
                What makes you so certain?
      
      Ackerman clicks on a slide.
      
      Cara's face fills the screen behind him.   A murmur runs
      through the room. Every man stares.
      
                              ACKERMAN
                He'll come for her.
      
      Ackerman himself glances up at her face with a look of
      longing.
      
      HOLD ON CARA'S IMAGE for a moment before we...
      
                                                       MATCH CUT TO:
      
      
      EXT. VENICE TRAIN STATION - MORNING
      
      CARA stands alone on the platform amid the bustle of the
      station. The gleaming train stretches out behind her.
      
      
      INT. TRAIN CAR - SAME
      
      Frank's eyes drift open. He glances out the window and
      as his vision comes into focus he sees that the train is
      stopped. He sits bolt upright.
      
      A CONDUCTOR'S VOICE over the loudspeaker is saying
      something in Italian.
      
      Frank stumbles over himself to collect his things:      book,
      sweater, pills, etc.
                                                              18.
      
      
      INT. TRAIN AISLE - MOMENTS LATER
      
      Frank struggles down the aisle, bumping into fellow
      passengers and apologizing as he goes. All the while
      looking around for a sign of Cara...
      
      
      EXT. VENICE TRAIN STATION - MORNING
      
      Frank steps off the train and glances about at the hive
      of activity.
      
      Frank brushes past the GOOD-LOOKING ENGLISHMAN from the
      Paris station. Finally he spots her...
      
      FRANK'S POV - Cara with her back turned.
      
      Frank hurries over.
      
                                FRANK
                I was afraid I'd missed you. I
                wanted to ask where you're staying
                in Venice... I'm supposed to catch a
                shuttle to my hotel but I thought
                maybe--
      
                              CARA
                     (without turning)
                I've got a better idea.
      
      She holds out her valise for him.
      
      He takes it hesitantly. She peers at him over the rims
      of her sunglasses with a very slight smile...
      
                                                       HARD CUT TO:
      
      
      EXT. VENICE, GRAND CANAL - DAY
      
      A beauty shot of the Grand Canal: magnificent palaces and
      churches soar upwards on either side in all their glory.
      
      PUSH IN ON A launch labelled Danieli, travelling fast
      over the water. Cara shakes her head to let the wind
      ruffle her hair.
      
      CAMERA CONTINUES PAST HER TO REVEAL Frank, clutching the
      railing beside her, afraid to wake up.
                                                           19.
      
      
      INT. DANIELI HOTEL, ENTRANCE HALL - DAY
      
      Frank leads us through the distinctive, revolving glass
      door into the low-ceilinged entrance lobby.
      
      DISCOVER Cara at the desk talking to the receptionist.
      
                              CARA
                You have a booking in the name of
                Mason.
      
                                 RECEPTIONIST
                Si, Signorina.
      
                              CARA
                Signora. That's my husband.
      
      She nods at Frank. For a second, the receptionist cannot
      keep the surprise out of his eyes. This glamorous,
      superbly dressed creature is married to a dull, American
      tourist in a T-shirt?
      
      He recovers his composure and alters his manner at once.
      
                              RECEPTIONIST
                Very good, Senora Mason. Welcome
                to the Danieli. You are in the
                Doge's-- our premiere suite.
                     (pause)
                Is there anything special you
                require?
      
                              CARA
                Have a copy of today's Herald
                Tribune sent up to the room
                please.
      
                              RECEPTIONIST
                My pleasure, Signora.
      
      He gives her a large gold key and nods to a porter to
      take the luggage. Frank hurries to catch up with her.
      
      THE RECEPTIONIST he watches them go.
      
                              RECEPTIONIST (CONT'D)
                     (in Italian)
                Mother of God, what a waste.
                                                              20.
      
      
      INT. STAIRCASE HALL, DANIELI - DAY
      
      Together, they follow the porter into the ravishing, open
      central hall of the hotel, with the great, ornate
      staircase soaring up and up, past Gothic galleries and
      finely carved balustrades, beckoning.
      
      Frank and Cara trail the porter across the marble floor.
      
      Frank glances about, dazed with delight and amazement.
      
      
      INT. DOGE'S SUITE - DAY
      
      Under a gilded and coffered ceiling, portraits of the
      Doges flank a vast, hooded fireplace. The porter is
      showing them round the huge apartment, opening and
      closing doors.
      
                              PORTER
                The bedroom is through here. You
                have two bathrooms, here and here.
                There is a small kitchen which...
      
      He glances at Cara; she doesn't look like a woman who
      spends a lot of time in the kitchen.
      
                                PORTER (CONT'D)
                ...you may not need. There are two
                televisions, video, DVD, radio, hi
                fi sound system. And...
      
      The porter throws open a pair of French windows.   He lets
      the view speak for itself.
      
      They step forward. The whole of St. Mark's Basin and the
      Venetian lagoon are laid out below them.
      
                              PORTER (CONT'D)
                Is everything satisfactory?
      
                              CARA
                Yes. Thank you.
      
                              PORTER
                Then I will leave you.
      
      The Porter looks expectantly to the "husband" for a tip.
      Frank doesn't get it.
      
      An awkward beat. Cara takes a few Euros from her purse
      and tips him. The Porter exits.
                                                             21.
      
      
      EXT. BALCONY, DANIELI HOTEL - DAY
      
      Frank stands on the balcony in a daze. He stares down at
      the Molo and across St. Mark's Basin to San Georgio
      Maggiore. Cara joins him.
      
                               CARA
                You like it?
      
      Frank opens his mouth to answer.    Then laughs.
      
                              FRANK
                What's not to like?
      
                              CARA
                I'd have been bored here on my
                own. There's more than enough
                room for two.
      
                              FRANK
                I can see that.
      
                              CARA
                I didn't ask for an extra bed...
      
      Frank looks at her for a beat, barely able to breathe.
      
                              CARA (CONT'D)
                Are you all right with the sofa?
                If you like, I can have them bring
                one up?
      
      His face falls.   He tries to cover up his reaction.
      
                              FRANK
                No, no, no. The sofa's fine.
                Perfect in fact.
      
      Before he can say more, the buzzer sounds.
      
                               CARA
                The luggage.
      
                               FRANK
                I'll get it.
      
      He goes back inside to answer the door.
      
      Cara remains alone on the balcony, immobile, as if
      holding her breath. She's waiting... listening.
                                                            22.
      
      
      INT. DOGE'S SUITE - DAY
      
      Frank walks across to the door. There is a small spyhole
      and he looks through it. The porter stands there with a
      trolley. Frank opens the door.
      
      The porter wheels the trolley in and starts to carry the
      bags into the bedroom.
      
      
      EXT. BALCONY - MOMENTS LATER
      
      Cara relaxes again as she hears Frank approach.   He steps
      outside on the balcony.
      
                              FRANK
                I've put my things in the other
                bathroom.
      
      She turns to face him.
      
                              CARA
                Have you ever been to Venice
                before?
      
      He shakes his head.
      
                              CARA (CONT'D)
                Then we need to go out.
      
                                                         CUT TO:
      
      
      INT. INTERPOL FIELD HQ, VENICE - DAY
      
      CAMERA TRACKS WITH GOYAL as he weaves through a sprawling
      mess of personnel and equipment, cell phones, computers
      and cables from various national agencies. The United
      Nations-aspect of the Task Force gives it impressive
      scope but also results in a Tower-of-Babel effect.
      
      The calm eye of the storm is Ackerman.
      
                              GOYAL
                She's checked into the Danieli...
                she's not alone.
      
                                ACKERMAN
                Good.
                     (to the room)
                Maintain surveillance but keep
                your distance.
                               (MORE)
                                                           23.
      
                              ACKERMAN (CONT'D)
                Don't try to get clever:
                remember that Pearce is smarter
                than most of you put together.
      
      ANGLE ON QUINN who quietly slips out of the room.
      
      
      EXT. PRIVATE LANDING STRIP, VENICE - DAY
      
      A Gulfstream G550 executive jet banks over the Venetian
      coast and comes in for a landing...
      
      Wheels down. Stairway unfolds. The man who steps off
      the plane is dressed in a hand-tailored Italian suit and
      shoes that cost more than some cars. He's flanked by two
      bodyguards.
      
      IVAN DEMIDOV.   In the flesh.
      
      
      EXT. VENICE - DAY
      
      CAMERA floats over the rooftops toward the penthouse of a
      ultra-high end business hotel.
      
      
      INT. DEMIDOV'S HOTEL ROOM - DAY
      
      Demidov sips a glass of red wine. The view from his room
      rivals the one at the Danieli but Demidov pays no
      attention. He's busy scanning his emails on his
      Blackberry.
      
      Knock, knock. A thick-necked BODYGUARD in the background
      goes to answer the door. A moment later...
      
      He ushers in Quinn, the Swiss Interpol agent.
      
                              DEMIDOV
                Take a seat, Mr. Quinn. Can I
                offer you a glass of Brunello?
                It's a '97...
      
                              QUINN
                No thank you, Mr. Demidov.
      
      Demidov swirls his glass.
      
                              DEMIDOV
                You know I'd never admit this at
                home, but Vodka is for peasants.
                There's much we could learn from
                the Italians.
                                                              24.
      
      
      He smiles pleasantly at Quinn, then, on a dime, he turns
      back to business.
      
                              DEMIDOV (CONT'D)
                Tell me I'm not going to be
                disappointed.
      
      Quinn takes out an envelope and passes it over.
      
                              QUINN
                I don't think so.
      
      He flips it open and examines the contents.     WE GLIMPSE a
      photo of CARA and some text.
      
                              DEMIDOV
                     (to himself)
                He always had good taste...
      
      Demidov makes a gesture and a second BODYGUARD with a
      SCAR on his face gives Quinn an envelope filled with
      cash.
      
      Quinn tucks it away discreetly, as if embarrassed by the
      directness of the pay off.
      
                                QUINN
                Mr. Demidov... if I may ask you a
                question... Why do you care so much
                about Alexander Pearce? I mean,
                you've come here yourself... as if
                it were personal.
      
      Demidov looks at Quinn thoughtfully.
      
                              DEMIDOV
                It may be difficult for you to
                understand, Mr. Quinn; you Swiss
                are mercenary by nature. But for
                some of us, there are things more
                important than money. I put my
                trust in Alexander Pearce. He
                betrayed that trust.
      
      Quinn smiles tightly.   He's ready to get out of there.
      
                              DEMIDOV (CONT'D)
                And it's bad business to let
                somebody make a fool of you. If
                Pearce gets away with it, what
                does that say about me?
      
                                                           CUT TO:
                                                               25.
      
      
      EXT. THE LIDO, VENICE - DAY
      
      A clear, bright winter day at the beach. Devoid of
      tourists, the famous stretch is a completely different
      Venice from the one we're used to seeing.
      
      Sandbanks stretch out into the dark green sea.
      
      Cara and Frank walk on a deserted patch of sand.   The
      wind wraps her light sun dress around her body,
      intermittently hugging her perfect curves.
      
                                CARA
                So... when you're not on a Grand
                European Tour, what do you do in
                Rosemont, Pennsylvania?
      
                              FRANK
                I'm a teacher. High school math.
                And you? What do you do?
      
      She glances at him slyly over her movie star shades.
      
                              CARA
                This is what I do, Frank.
      
                              FRANK
                You're good at it.
      
      A sound of voices and laughter drift toward them. Up
      ahead on the beach they see a group of Italians in formal
      clothes. A woman wears a white bridal dress.
      
                                CARA
                Oh look... a wedding.   How lovely.
      
                              FRANK
                I'm not really into weddings at
                this particular moment in my life...
      
                               CARA
                Oh yes.   I forgot.
      
      She takes his arm and steers him toward a bistro with
      sidewalk tables.
      
                                                          CUT TO:
      
      
      EXT. BISTRO - AFTERNOON
      
      Cara and Frank are seated.    A bottle of Orvieto rests on
      the table.
                                                     26.
      
      
                              CARA
                Do you think it's really over?
      
                               FRANK
                Hmm?
      
                               CARA
                Maybe she'll change her mind.
                Women do. She might give you a
                second chance.
      
                              FRANK
                I suppose that's a possibility.
                     (hesitates)
                That's what I tell my statistics
                class anyway; life is a game of
                chance. Endless possibilities and
                permutations. You just have to
                calculate the odds.
      
                              CARA
                You haven't answered the question.
      
                               FRANK
                Well...
                     (quietly)
                I'd like to think that love is a
                question of destiny, not chance...
      
      Cara looks at him curiously.
      
                              CARA
                For a moment there you just
                reminded me of somebody.
      
      She shakes her head and takes a sip of wine.
      
                              CARA (CONT'D)
                He had a way of dancing around a
                question so eloquently that you
                never noticed until later that
                he'd completely avoided the truth.
                His entire life was wrapped up in
                deception.
                     (lost in thought)
                He told so many lies, I wouldn't
                believe him even if he finally did
                tell the truth.
      
                              FRANK
                He doesn't sound like much of a
                friend.
                                                              27.
      
      
                                CARA
                He wasn't.
      
      Frank glances at her wrist.
      
                              FRANK
                So why are you wearing his watch?
      
      She looks up at him.
      
                              CARA
                You're smarter than you look,
                Frank.
      
      She runs her fingertip over the face of the watch. Then,
      impulsively unclasps it and reaches for Frank's hand.
      
                              CARA (CONT'D)
                And you're right. Here, take it.
      
      She puts it on Frank's wrist, over his protests.
      
                              FRANK
                What? No, I can't. This thing
                must be worth a fortune--
      
                              CARA
                I insist. You're doing me a
                favor.
                     (firm)
                Take it or I'll toss it in the
                ocean.
      
      He hesitates.   She means it.    He closes the clasp.
      
                              FRANK
                I'll wear it until you regain your
                senses.
      
      He feels the heft of it on his wrist. Admires it for a
      moment. It really is a beautiful watch. She settles
      back in her chair, pleased with herself.
      
      He looks up and sees her smiling at him.
      
                                FRANK (CONT'D)
                What?
      
                                CARA
                It suits you.
                                                               28.
      
      
      LONG SHOT of Frank and Cara framed by the sunset. A
      romantic dinner for two. They could easily be lovers or
      honeymooners...
      
      In the foreground REVEAL somebody watching them.   The
      good-looking Englishman is there, hovering...
      
      
      INT. DOGE'S SUITE - NIGHT
      
      The key sounds in the lock and the door swings open.
      Frank and Cara tumble in together, laughing, a little
      tipsy.
      
      He glances at the sofa and that sobers him up, reminding
      him where he's going to sleep. However...
      
      He watches Cara drop her wrap over a chair and kicks off
      her shoes. She throws open the French doors to the
      balcony.
      
      Frank bypasses the sofa-bed and follows her outside.
      
      
      EXT. BALCONY - NIGHT
      
      Cara looks out across the lagoon.
      
      Frank appears beside her.
      
                              FRANK
                I could get used to this.
      
      A movement in the street down below catches her eye. She
      studies the Ponte del Vin intently, seeing something.
      
      Cara turns abruptly to Frank and presses her body against
      his. He's taken by surprise but willingly responds to
      her advance, wrapping his arms around her back.
      
      They exchange a long, passionate kiss.
      
      
      VIDEO POV OF THE SAME
      
      REVEAL the lens of a PALM-SIZED VIDEO CAMERA peering out
      from behind a vendor's cart in the street below.
      
      Frank, his face slightly obscured, kisses Cara.
      
      WE HEAR the WHIRRING of the video camera.
                                                             29.
      
      
      I/E. DOGE'S SUITE/BALCONY - RESUME
      
      Still kissing, Cara leads Frank back into the hotel room...
      
      
      EXT. VIDEO POV FROM THE STREET - CONTINUOUS
      
      The silhouettes of Cara and Frank disappear into the
      hotel room as...
      
      
      INT. DOGE'S SUITE - CONTINUOUS
      
      Cara closes the curtains.   She pulls away from him.
      
      Her composure changes; the passion is gone.   The
      expression on her face is matter-of-fact.
      
                              CARA
                You should leave Venice tomorrow.
                     (softer)
                It's a city for lovers Frank; no
                place to recover from a failed
                engagement.
      
      She turns and walks toward her bedroom...
      
      Frank stares after her in stunned disappointment.
      
                                FRANK
                What... what did I do?
      
      She pauses at the door.   Her expression softens slightly.
      
                               CARA
                Nothing.   I'm sorry.
      
      Then she disappears into her bedroom. The door closes
      behind her and we hear the click of the lock.
      
      Frank remains standing alone, immobile.
      
      After several moments he sits on the sofa.    There are two
      folded blankets and a pillow.
      
      From within Cara's bedroom we can hear her voice, muffled
      but still audible...
      
                                CARA (CONT'D)
                ...that's exactly what I'm doing,
                but now I want him to go...
                                                              30.
      
      
      He approaches the door, straining to hear more but her
      words fade out.
      
                                                           CUT TO:
      
      
      INT. BATHROOM - NIGHT
      
      Frank gets ready for bed. He takes off the watch Cara
      gave him and something on the back of it catches his eye.
      It's engraved with a name:
      
      ALEXANDER PEARCE
      
      He stares at the name for a moment, then unzips his
      travel bag. Takes out his pills. Pops a bunch. Brushes
      his teeth.
      
      He pauses and stares at himself in the mirror as if
      wondering how in the world he ended up here. It's like
      he's staring into the face of stranger.
      
      He puts his tooth brush down and pads off to sleep on the
      sofa.
      
      
      INT. DOGE'S SUITE - MORNING
      
      The sound of the SHOWER reaches Frank in his sleep.     He
      blinks his eyes.
      
      The morning is misty.   He closes the balcony doors.
      
      Cara's bedroom door is ajar. Frank struggles not to
      notice. He turns to his bed and begins folding sheets.
      
      Then he hears the sound of water running in the shower.
      
      He glances over at the door ajar, the sound of the
      shower... it's too much.
      
      Frank walks to the bedroom door.   He pushes it open.
      
      The door to Cara's bathroom is open.   The outline of her
      naked body is visible in the shower.   She lifts her wet
      hair and soaps the back of her neck.
      
      She sees him.   Cara is so stunned she simply stands
      there.
      
      Frank walks to the shower and opens the glass door.
                                                                  31.
      
      
      Walking in, he LIFTS Cara against the glass, clutching at
      her slithery body, kissing her frantically...she kisses
      him back with ardor, wrapping her dripping legs around
      his back...
      
                                                           CUT BACK TO
                                                              REALITY:
      
      
      INT. DOGE'S SUITE - MORNING
      
      Frank is sleeping. A smile on his face.          A shadow passes
      over him as somebody walks past.
      
      A man's trouser leg is visible in the foreground, moving
      slowly toward Frank. Then...
      
      CLANG!   Frank wakes with a start to see......
      
      A WAITER is setting up breakfast on a cart.
      
                               WAITER
                 Pardone Signore. Good morning.
      
      Frank stares in surprise at the food spread out before
      him.
      
                                WAITER (CONT'D)
                 La Signora ordered this for you
                 when she left.
      
                                 FRANK
                 When she...?
      
      He looks around the suite.     He is alone. He nods.
      
                                 FRANK (CONT'D)
                 Thank you.
      
      The waiter has finished.     He hovers for a moment...
      
      Finally Frank takes the hint and gives the man a one Euro
      tip. He takes it with disdain and leaves.
      
      Frank throws off his blanket and sits up.
      
      
      INT. CARA'S BEDROOM - MOMENTS LATER
      
      Frank strolls into the room, barefoot, in his boxers.
      The bed is unmade.
                                                              32.
      
      
      Cara has left a shirt over a chair... he picks it up and
      holds it to his face for a moment to enjoy her lingering
      scent.
      
      He notices a newspaper... a copy of The International
      Herald Tribune is open on her bedside table. He lifts it
      to see what Cara had been reading.
      
      There is a personal ad that has been lightly dotted with
      a ball point pen. The message is just a list of words:
      
      
      "TOM CORRY NOW IN A MICA CAN IF FEELING PEST STILL
      AROUND."
      
      The dots single out letters in a code... Frank picks up the
      pen and puts a faint line through the groups of
      unselected letters to reveal the message:
      
      "Tomorrow 11 Caffe Pesaro"
      
      Frank studies this for a moment.
      
      
      THE BUZZER SOUNDS
      
      Laying the paper on the table, Frank walks to the door.
      
                               MAN'S VOICE (O.S.)
                Breakfast.
      
      Frank reaches for the doorknob... then pauses.   Breakfast
      again?
      
      He quietly slides the chain on.    Peers through the
      spyhole.
      
      SPYHOLE POV -- Two tough-looking men in suits stand
      there: most definitely not hotel staff. One has a scar
      on his face... Demidov's BODYGUARDS.
      
      Frank is frozen.
      
      Scarface takes out a silenced PISTOL and mutters
      something in Russian to his partner. He produces a LOCK
      PICK SET and crouches out of frame.
      
      Frank hears the sound of scratching metal and clicking
      tumblers inside the lock. He looks around wildly. Sees
      the KEY on the entryway table and reaches for it...
      
      Ch-chunk. The Russian picks the lock and slowly starts
      to open the door. The chain stops it. A pause.
                                                              33.
      
      
      A moment later a KNIFE comes through the crack and starts
      to slide the chain...
      
      Frank stares at the knife; he has to act fast...
      
      Frank throws his shoulder against the door. The knife
      clatters to the floor as the door slams shut. Frank jams
      his KEY into the lock and turns the bolt into place.
      
      There's angry confusion on the other side of the door.
      
      Frank grabs a heavy glass ashtray and swings it at the
      back of the key-- breaking it off in the lock.
      
      Frank scrambles out of the way...
      
      The sound of metal scraping in the lock. Russian CURSING
      can be heard just outside. A heavy blow as they try to
      shoulder the door open...
      
      Frank looks around desperately for an escape.
      
      The bathroom?   The sitting room?   Adjoining doors?   None.
      
      There's nowhere to go.
      
      Frank bolts for the balcony in his bare feet.
      
      He scrambles outside as...
      
      POP! POP! POP! Bullets rip through the wood and metal,
      blasting the lock assembly apart. The door bursts open.
      
      
      EXT. BALCONY - DAY
      
      Frank looks down and stares at the
      
      
      DIZZYING SIX STORY DROP
      
      to the cobblestones of the Ponte del Vin below.
      
      Guests sit on their balconies with their morning coffee.
      
      Three balconies over, Frank sees the rooftop of the
      modern wing of the hotel.
      
      
      IN THE SUITE
      
      The two TOUGHS rapidly move through the room, searching.
      Nyet, Nyet.
                                                               34.
      
      
      The one place they haven't checked...
      
      THE BALCONY
      
      Frank puts one bare foot on the stonework. He grimaces
      as he HEAVES himself onto the railing of the balcony
      adjacent to his.
      
      He hangs desperately, flailing, 100 feet over the street
      below. He gets a tentative hold...
      
      A PALLID FRENCH WOMAN drops her coffee and screams.
      
      The Russians sprint out to the balcony.    They spot
      Frank...
      
      Who shoves the Pallid Woman inside, struggles past her
      breakfast table, and prepares to leap again-- but slips
      on the spilled coffee.
      
      Bullets shatter China around him. He cuts his foot on a
      broken plate. He grabs his bleeding foot.
      
                                 FRANK
                  Goddamn it!   I'm a fucking
                  tourist!
      
      Another round of shots ring out.    They don't seem to
      care.
      
      Frank goes over the railing with another awkward HEAVE.
      
      His pursuers scale the adjoining stone work and step onto
      the Pallid Woman's balcony.
      
      This time Frank lands in the lap of a BURLY WELSHMAN.
      
                                BURLY WELSHMAN
                  Are ya bloody mad?
      
      The Burly Welshman PUNCHES Frank in the stomach, which
      drops him out of the way of...
      
      TWO SHOTS
      
      Which explode into the Welshman's shoulder.   He cries out
      and falls down on top of Frank.
      
      The Russians stand on the Pallid Woman's balcony and
      prepare to JUMP...
      
      as Frank crawls out from under the wounded Welshman and
      peers over the next balcony...
                                                            35.
      
      
      Which is at least TWENTY FEET from the roof.
      
      He misjudged the distance.
      
                                FRANK
                  Shit...
      
      
      INT. THE WELSHMAN'S ROOM - SECONDS LATER
      
      Frank runs through the hotel room, past the Welshman's
      wife to the door.
      
      A SHOT behind him and pounding feet send him out into the
      corridor past a room service steward to an...
      
      ELEVATOR
      
      Which   will not do but the--
      
      
      INT.    SERVICE STAIRCASE - SECONDS LATER
      
      STAIRS will and Frank flies down the steps, three at a
      time, hearing his pursuers above him, running harder than
      he's run in his entire life...
      
      But he's slow and they gain on him enough to aim weapons
      through the railing...
      
      P-CHING, several bullets ricochet like pinballs in the
      metal stairwell.
      
      Frank pants as he pushes out a side door...
      
      
      EXT. RIO DEL VIN CANAL, VENICE - DAY
      
      Frank sprints along the edge of the canal, dodging
      tourists and children, vendors and locals. He spots a
      VENDOR'S three wheel BICYCLE and jumps on.
      
      As he pedals, he realizes it's too slow so he JUMPS
      OFF...
      
      and FALLS - a painful spill, he cuts his hand - but
      clambers to his feet as the Russians bear down. Running
      up hidden stairs he finds the roof of a shop on the Riva
      Degli Schiavoni...
                                                             36.
      
      
      EXT. RIVA DEGLI SCHIAVONI, VENICE - DAY
      
      Frank runs down the ridge of the roof.   A silenced shot
      hits roof tile nearby and throws him off balance. He
      FALLS...
      
      ...bumping down the other side of the roof until, as he
      topples over the edge, he thrusts a hand at the gutter,
      smashing his head against the wall. He drops onto the
      pavement along the edge of the small canal.
      
      He doubles back towards the lagoon. Looking back, he sees
      the men still in pursuit.
      
      He turns into the Campo San Zaccaria, scattering the
      flapping and fluttering PIGEONS.   The Gondolieri and
      their passengers watch the half-naked man run past and
      cheer.
      
                              A GONDOLIER
                     (in Italian)
                Run faster, man!
      
      The Russians force their way past the pedestrians.    They
      have almost caught him when...
      
      
      INT. LEATHER SHOP - DAY
      
      Ducking inside a leather shop, Frank heads straight for
      the back entrance and finds it.
      
      He stands on the cobblestones. Blood streams from his
      forehead as well as his hand. He has
      
      SECONDS
      
      to decide which way to go. The alley is long and narrow
      on either side. An awning above. Clear sight lines.
      
      The back of the shop upends the Grand Canal.
      
      
      EXT. ALLEY - MOMENTS LATER
      
      The Russians burst out the back.
      
      There is no sign of Frank.
      
      Scarface looks at the Canal. He walks to the edge of the
      water and SPRAYS gun fire atop it. Nothing.
      
                                                           CUT TO:
                                                              37.
      
      
      HIGH ANGLE OF SCENE
      
      Frank lies huddled on his back IN THE AWNING behind the
      leather shop, barely able to control his frantic
      breathing. He's mere feet away from the men who are
      trying to kill him...
      
      He looks up and sees: the scowling face of an Italian
      WOMAN peering out over her window box.
      
      Frank raises a desperate finger to his lips.    A prayer
      that she won't give him away.
      
      She looks at him disapprovingly.     Then disappears back
      inside.
      
      CLOSE ON FRANK as he waits, his heart pounding.
      
      Seconds tick past...   is he safe?
      
      Rrrrrip! A black cylinder, like the barrel of a gun,
      tears through the awning fabric inches from his Frank's
      head.
      
      He cries out. The awning rips and dumps him down hard
      onto the cobblestones below...
      
      
      A MOMENTARY BLACKOUT
      
      Frank opens his eyes and sees two pairs of black boots
      that belong to... A PAIR OF CARBINIERI who stand over him.
      One of them holds a nightstick.
      
      They stare down at the bloodied tourist in his underpants
      lying at their feet. They've seen stranger things.
      
                                                           CUT TO:
      
      
      INT. POLIZIA "QUESTURA" (POLICE STATION) - DAY
      
      Frank sits alone with a blanket over his shoulders. Most
      of the blood has been wiped from his wound and he has a
      rough bandage on his head.
      
      From down the hallway a cheery stubble-faced POLICE
      OFFICER, DOMENICO (30's, animated), walks into the room
      where Frank is waiting.
      
      Domenico laughs, talking on his cell phone as he enters.
                                                             38.
      
      
                              DOMENICO
                     (in Italian)
                You can't let them stay over, man.
                You start cuddling and then she
                wants to borrow your car. Stop
                cuddling, Tomaso!
      
      Frank stands.
      
                               FRANK
                Excuse me...
      
                              DOMENICO
                     (suddenly noticing
                      him)
                Hey, what are you doing in here?
      
                              FRANK
                The officers told me to wait here.
                I've been sitting here for over
                two hours...
      
      Dominico glances over his shoulder.
      
                              DOMENICO
                I think they forgot about you.
      
      Frank sits back down heavily.    Domenico sits on the edge
      of a desk.
      
                              DOMENICO (CONT'D)
                What happened to you, anyway?
      
                              FRANK
                Somebody tried to kill me.
      
      Domenico picks up Frank's statement and glances at it.
      
                              DOMENICO
                Mr. Taylor, wow, you had quite a
                day. Eh? We got chasing, we got
                shooting.
      
      Domenico looks at mild-mannered Frank sitting there in
      his boxers. The story seems unlikely.
      
                              FRANK
                You think I'm crazy but it's all
                true.
      
                              DOMENICO
                Maybe you crazy AND it's true, my
                friend.
                                                              39.
      
      
      Domenico looks at Frank a little harder.     Decides this
      guy is not making all this up.
      
                              DOMENICO (CONT'D)
                Okay, so who are these guys? Why
                they mad at you?
      
                              FRANK
                I have absolutely no idea.
      
                              DOMENICO
                They followed you from the
                Danieli?
      
                              FRANK
                They came to the room. They
                pretended to be room service.
      
                              DOMENICO
                You don't scopata one of their
                girlfriends or something?
      
                              FRANK
                I didn't "scopata" anybody!
      
                               DOMENICO
                Who is...
      
      He consults a piece of paper.
      
                               DOMENICO (CONT'D)
                Cara Mason?
      
      Frank is quiet.   Domenico playfully points at him.
      
                              DOMENICO (CONT'D)
                I catch you, right?
      
                              FRANK
                     (irritated)
                In America the cops catch the
                crooks, not the victim.
      
                              DOMENICO
                Ha ha, we do that sometimes here,
                too.
      
      Domenico considers for a moment.
      
                              DOMENICO (CONT'D)
                Is no domestic, then?
                                                             40.
      
      
                               FRANK
                No.
      
                              DOMENICO
                How long you know Cara Mason?
      
                              FRANK
                I met her yesterday.
      
                              DOMENICO
                And you take her to the Danieli?
                That must have been good meeting,
                yes?
      
                              FRANK
                I didn't take her. She took me.
      
      The infectious grin again lights up Domenico's face.
      
                              DOMENICO
                You lead an exciting life, Mr.
                Taylor.
      
                               FRANK
                Not usually.
      
      Domenico picks up the phone and dials a number. He talks
      in brisk Italian, listens again and replaces the
      receiver.
      
                              DOMENICO
                Signora Mason was staying with
                "her husband" last night. You
                marry her, Mr. Taylor?
      
                               FRANK
                No.
      
                              DOMENICO
                I think maybe Signora Mason might
                know why these guys behave badly.
                What do you think?
      
      Pause.
      
                              FRANK
                I think that's possible.
      
                              DOMENICO
                You got a phone number, mobile?
      
                              FRANK
                She didn't give me one.
                                                             41.
      
      
      Domenico looks him over.
      
                              DOMENICO
                You need some clothes.     I'll be
                right back.
      
      He leaves Frank alone again.
      
      Frank stands and half-heartedly follows him to the
      doorway.
      
      He spots something in the adjoining room; a computer that
      has been left on. He wanders over and looks at the
      screen.
      
      An idea comes into Frank's head... he looks around. Nobody
      is watching him. He glances at the inscription on the
      WATCH...
      
      Then quickly sits down. He does a search for "WANTED
      INTERNATIONAL CRIMINALS" and types in the name:
      
      ALEXANDER PEARCE.
      
      An immediate hit in the data base. Alexander Pearce's
      page fills the screen. The caption reads:
      
      #6 on INTERPOL'S MOST WANTED LIST.
      
      In place of a photograph there is just a black outline of
      a man's head.
      
      Frank is about to scan for more information when he hears
      Domenico returning. He quickly steps back into the room
      where he was left...
      
      DOMENICO enters carrying a garish SWEAT SUIT.   He hands
      it to Frank.
      
                                 DOMENICO (CONT'D)
                Here.     Put these on. Time to go.
      
      Frank looks at the clothes.
      
                                 FRANK
                Um... thanks.   Where are we going?
      
                               DOMENICO
                I'm taking you to the hospital,
                Mr. Taylor. A doctor should take
                a look at you.
                                                            42.
      
      
                              FRANK
                I'd really rather just go--
      
                              DOMENICO
                Don't worry. I put you in Padua,
                away from Venice. You'll be safe.
                     (scribbles his
                      number)
                Any worry, you call me. I give
                you my home number.
      
                                                         CUT TO:
      
      
      INT. HOSPITAL SCANNING ROOM, PADUA - EVENING
      
      Frank lies flat on his back.
      
      A NURSE leans over him with a kindly expression.
      
                              NURSE
                Relax signore. We're just going
                to make sure everything is all
                right inside your head.
      
      She slides him slowly into the mouth of an MRI scanning
      machine head first. It hums to life.
      
      
      INT. HOTEL CORRIDOR, DANIELI - EVENING
      
      Domenico whistles as a hotel clerk escorts him to to the
      Doge's suite.
      
                              CLERK
                     (in Italian)
                Unfortunately we've already re-let
                the room.
                     (nervous)
                We'd rather the guests didn't know
                about the incident.
      
                               DOMENICO
                Don't worry.   I'll be discreet.
      
                               CLERK
                Grazie.
      
      The Clerk knocks.   The door is opened by Ivan Demidov.
                                                           43.
      
      
                              CLERK (CONT'D)
                I beg your pardon, Signore, but
                this is a police officer. He needs
                to briefly examine the room.
      
                                DEMIDOV
                Of course.
      
      Demidov steps back, holding the door open.
      
      
      INT. DOGE'S SUITE, DANIELI - EVENING
      
      Demidov watches Domenico, who sniffs around.
      
                              DEMIDOV
                     (casually)
                What happened, officer?
      
                              DOMENICO
                That's what I'm trying to find
                out, Signore.
      
      Domenico gets down on his hands and knees and looks
      around. He spots something under the sofa and fishes it
      out with his penknife... a spent bullet casing.
      
      He puts it in a plastic bag, pleased with himself.
      Demidov catches his eye. He smiles at him.
      
                              DEMIDOV
                You are a good detective.
      
                                DOMENICO
                I do my best.
      
      Domenico stands and takes his leave.
      
                              DOMENICO (CONT'D)
                Sorry for the inconvenience.
                Enjoy your stay.
      
      As he and the clerk exit, Scarface steps out from the
      other room. Off Demidov's look, he leaves the suite to
      follow...
      
      
      INT. HOSPITAL ROOM, PADUA - NIGHT
      
      Frank lies on the bed. There are clean bandages on his
      injuries.
                                                              44.
      
      
      The television drones on the wall: an Italian reality
      show. A WOMAN holds her hands over her eyes. The HOST
      taunts her:
      
                              THE HOST (V.O.)
                     (in Italian)
                Now remember, I said you were in
                for a surprise... a big surprise.
      
      Frank waits for the surprise.
      
      
      INT. INTERPOL FIELD HQ, VENICE - NIGHT
      
      Ackerman is tilted back with his eyes closed like he has
      a headache.
      
      Jones enters with a file labelled:    "Frank Taylor".
      
                              ACKERMAN
                What did we find on the American?
      
                              JONES
                He's a tourist. Member of the
                teacher's union. Pays his taxes.
                Has bad luck.
      
                              ACKERMAN
                Evidently. He had a pair of
                Russian hit men after him. Are
                you still going to tell me Demidov
                is clean?
      
                              JONES
                I never said he is clean.    I just
                said he isn't our target.
      
                              GOYAL
                I'm just wondering how they
                tracked them down at the hotel...
      
                              ACKERMAN
                     (under his breath)
                Just so long as they don't beat us
                to Pearce when the real one
                arrives.
      
      He looks up at Goyal.
      
                              ACKERMAN (CONT'D)
                Where's the teacher now?
                                                         45.
      
      
                              GOYAL
                The local police picked him up.
      
                              ACKERMAN
                Then he's safely out of the way.
      
                                                       CUT TO:
      
      
      INT. HOSPITAL ROOM - NIGHT
      
      Frank sits up in his bed, reading.
      
      The PHONE RINGS.
      
                              FRANK
                Hello?
      
      
      INT. TERRACE FLAT, PADUA - EVENING
      
      INTERCUT: Domenico - in his terrace flat. He wears a T-
      shirt and holds a glass of wine. Loud Italian pop music
      plays in the background.
      
                              DOMENICO
                Well it's official Mr. Taylor.
                You're not mad.
      
                              FRANK
                That's a relief.
      
                              DOMENICO
                I went to the hotel. Somebody
                shot at somebody. I found a shell
                casing. I'll have it analyzed in
                the morning.
      
      Frank glances around uncomfortably.
      
                              FRANK
                I'd like to be on a flight home
                tomorrow morning.
      
                               DOMENICO
                Relax, you're perfectly safe where
                you are.
                     (pause)
                You have any visits from your
                Signora Mason?
                                                             46.
      
      
                                FRANK
                      (quiet)
                 I wish.
      
                               DOMENICO
                 Never let them cuddle, Mr. Taylor.
                 One cuddle and it all turns to
                 merda. Good night. If you need
                 anything, you have my number.
      
      Frank hangs up, shaking his head.
      
      In the restful silence he hears a DISTANT BANG. A
      gunshot? A door slam? Nervous, he gets up and goes to
      the door...
      
      
      INT. HOSPITAL CORRIDOR - NIGHT
      
      Frank looks right and left. The corridor is empty and
      silent, lit by strip lights set on low.
      
      Just as he's about to close the door again, Frank notices
      that there is a label stuck there with his name on it,
      just above the room number.
      
      He struggles with the label for a few seconds, tearing it
      off.
      
      He sticks the label on the door to an empty room
      opposite.
      
      
      INT. HOSPITAL ROOM - NIGHT
      
      Frank goes to the sink and splashes water on his face.
      Stares at himself for several moments, as he did in the
      bathroom at the Danieli. He's lost in thought.
      
      Then...
      
      He hears the clang of a metal pushcart being wheeled
      along. Some footsteps approach. There are voices speaking
      an unfamiliar language, maybe Russian...
      
      Russian?
      
      Frank scrambles for his clothes. He fishes out
      Domenico's phone number from a pocket and races to the
      phone. Then freezes, listening:
      
      The footsteps move away slightly... there is the sound of a
      door opening. The door across the hall.
                                                              47.
      
      
      Seconds pass. The door is closed again.      The footsteps
      move down the hall, slowly fading away.
      
      Frank punches in the policeman's number and grips the
      receiver. It rings.
      
      
      INT. DOMENICO'S TERRACE FLAT - NIGHT
      
      A saucepot simmers on the stove. The phone RINGS.
      Behind it is a WINDOW - pierced by one circular bullet
      hole.
      
      The music still plays.
      
      As our gaze drifts downwards we see Domenico's bare feet,
      prone behind the kitchen island.
      
      The phone RINGS and RINGS...
      
      
      INT. HOSPITAL ROOM - NIGHT
      
      Frank is struggling into his clothes. Everything seems to
      stick and take forever.
      
      He opens the door a crack and looks down the ward.
      Nothing. He moves along the passage, slipping into
      doorways and out of the light.
      
      He finds the elevator and jabs at the button.
      
      The light shows it is approaching the floor. It stops.
      The doors open. Frank is about to enter it, when
      suddenly SOMEBODY STEPS OUT...
      
      An ORDERLY exits and brushes past.
      
      Frank breaths a sigh of relief and steps in.
      
      
      INT. HOSPITAL ELEVATOR, PADUA - NIGHT
      
      Frank presses the button for Receptione et Terre and
      waits an interminable four seconds for the doors to
      close.
      
      Slowly the elevator descends... and stops.
      
      The doors open. A big MAN stands with his back to us,
      blocking the exit. Frank shrinks away, with nowhere to
      hide. The man turns.
                                                              48.
      
      
      He's a MALE NURSE, waiting to get into the lift. He
      stands aside to allow Frank to leave. Frank takes a step
      out...
      
      ...and sees SCARFACE talking to the receptionist.
      Hurriedly, Frank reverses back into the elevator.
      
                              FRANK
                     (to the Nurse)
                Wrong floor.
      
      Then, just before the doors close, Scarface turns... his
      eyes meet Frank's. He starts towards the elevator... but
      the doors shut first.
      
      The lift stops again. The doors open on the first tier of
      the subterranean car park.
      
      Frank leaps off.
      
      
      INT. UNDERGROUND CAR PARK, PADUA HOSPITAL - NIGHT
      
      Limping and terrified, Frank jogs towards the ramp marked
      Uscita in the far corner.
      
      An ENGINE ROAR splits the silence. The lights blind
      Frank in the darkness as the car careers towards him.
      
      He falls to his knees.
      
      The car skids to a stop.
      
      The door flies open. He squints. Sitting behind the
      wheel, calm and beautiful as ever, is CARA. He stares.
      
                              CARA
                What are you waiting for?    Get in.
      
      
      INT. CARA'S CAR - NIGHT
      
      He climbs into the car.    She turns to him as she pulls
      out.
      
                              CARA
                Did you miss me?
      
                                 FRANK
                A little.
      
      He glances anxiously over her shoulder.
                                                              49.
      
      
                                 FRANK (CONT'D)
                 Um... you may not believe this but
                 there are some people trying to
                 kill me--
      
                                CARA
                      (calm)
                 I know.
      
      Cara drives toward the ramp.     He looks at her.
      
                               FRANK
                 Do you know why?
      
                               CARA
                 It's because I kissed you.
      
      She stops the car and waits for the metal gate at the top
      of the ramp to open. It rises with a loud creaking to
      REVEAL...
      
      A BLACK CAR with two men inside. One of them steps out
      and ducks under the gate as it rises up.
      
      While he's briefly silhouetted by the car's headlights we
      glimpse the outline of an AUTOMATIC WEAPON.
      
                                CARA (CONT'D)
                 Shit.
      
      With remarkable sangfroid she cuts the engine and lets
      her car roll backwards, gliding silently and perfectly
      into a parking spot.
      
      Silence.
      
      They watch the BLACK CAR slowly descend the ramp.   The
      Russian with the gun in his hand walks carefully
      alongside.
      
      Frank watches, holding his breath.
      
      The sound of another engine cuts through the silence.     A
      pair of headlights come up from the level below.
      
      CLOSE ON THE CAR. The MALE NURSE from the elevator is
      driving up toward the exit ramp, toward the exit where
      the Russians are waiting.
      
      CLOSE ON THE GUNMAN slipping back into the shadows and
      readying his gun to fire.
                                                              50.
      
      
      FRANK sees what is about to happen.    His face betrays his
      concern.
      
      He reaches for the door.
      
      CLICK. Cara presses the central door lock.      Frank's door
      doesn't budge. He looks over at her.
      
                               FRANK
                      (re: the Nurse)
                That guy has nothing to do with
                this.
      
                              CARA
                Neither do you.
      
      He looks her straight in the eye.    She relents.
      
                               CARA (CONT'D)
                Okay.   If you want to play hero...
      
      She turns over the ignition.
      
                                 CARA (CONT'D)
                Hold on.
      
      Cara revs the car and pulls out fast, cutting off the
      Nurse's car. He leans on the horn.
      
      At the top of the exit ramp, the metal parking gate is
      slowly being lowered.
      
      She weaves around the black car, deliberately heading for
      the gunman. He opens fire.
      
      BRRRRRAAAP!! Bullets spray wildly, ricocheting off the
      walls, shattering windshields... Frank covers his face as a
      side-window pops, showering him with glass.
      
      The GUNMAN is forced to jump out of the way as Cara
      scrapes the side of her car along the wall. Sparks fly.
      
      The black car burns rubber as it U-turns to follow her.
      
      She guns it up the ramp towards the closing door.
      
                              FRANK
                There's not enough room!
      
                              CARA
                There's enough room.
                                                              51.
      
      
      The fence whirs at head height and keeps lowering.    The
      black car is closing in behind them.
      
                              FRANK
                We won't make it!
      
                              CARA
                I thought Americans were
                optimists.
      
      At the last second he ducks instinctively and closes his
      eyes. The gate clips the top of Cara's car with a
      tremendous CLANG! Traps it.
      
      Cara presses her foot all the way down on the
      accelerator. Smoke pours from the tires.
      
      
      CRASH!
      
      The black car RAMS them from behind.
      
      A Russian leans out the window and fires at the outlines
      of Cara and Frank's HEADS. Bullets shatter the back
      window.
      
      Cara pushes Frank's head down. The sound of burning
      gears as the engine hits its limit.
      
      Suddenly, scraping paint, Cara's car SPRINGS forward,
      jetting out onto the street.
      
      The fence drops further and shudders to a halt. The
      black car is trapped. The Russians can only watch as
      Cara speeds away.
      
                                                           CUT TO:
      
      
      INT. CARA'S CAR - NIGHT
      
      The quiet hum of the autostrade is the only sound in the
      car.
      
      Frank sits in a daze.   He turns to her.
      
                              FRANK
                Do I look that much like Alexander
                Pearce?
      
      Cara turns sharply.
                                                            52.
      
      
                              CARA
                How do you know--?
      
      Frank holds up his wrist.
      
                                  FRANK
                The watch.
      
      She hesitates.   A pause.
      
                              CARA
                I don't know. You're about his
                size. That's all.
      
                              FRANK
                     (incredulous)
                You don't know what your own
                boyfriend looks like?
      
                              CARA
                Alexander crossed a very dangerous
                man. He changed his appearance in
                order to vanish.
      
                                  FRANK
                Great.
      
                              CARA
                Don't worry. I'm taking you
                somewhere you'll be safe.
      
                              FRANK
                We should go to the police.
      
                              CARA
                Because they did such a good job
                protecting you before?
      
      Frank doesn't respond.
      
                                  CARA (CONT'D)
                Trust me.
      
      Frank looks at her. Then relents, leaning his head back
      against the support and closing his eyes.
      
                                                   FADE TO BLACK:
                                                              53.
      
      
      EXT. OUTSKIRTS OF VENICE - MORNING
      
      The car is parked along a muddy canal. Beside it runs a
      small disconnected set of palazzos. Cara shakes Frank.
      He won't wake up.
      
                                  CARA
                Frank... Frank.
      
      He's snoring.   She pinches his nose closed...
      
      He startles awake.   She smiles mischievously.
      
      
      ON A SIDE STREET
      
      He follows her past abandoned tricycles and very old men
      sitting on stone steps.
      
                              FRANK
                And I thought I wouldn't get to do
                any sight-seeing.
      
      Frank steps over a greenish puddle.
      
                                  CARA
                Here we are.
      
      She pauses before a run-down palazzo.
      
      
      INT. RUN DOWN PALAZZO, HALL - NIGHT
      
      The narrow hall is dark and shabby.
      
      Cara walks up the stairs to a door on the landing.     She
      opens it with a key.
      
      
      INT. PEARCE'S "SAFE HOUSE" - NIGHT
      
      It is completely dark inside. The two of them maneuver
      in the darkness. The sound of a hand bumping against a
      wall.
      
      Finally somebody finds the light switch and--
      
      CARA holds a .38 Taurus PISTOL in front of her.
      
      Frank happens to be right in her line of sight.   He
      flinches.
                                                              54.
      
      
                               FRANK
                Whoa!
      
                               CARA
                Sorry.
      
      She quickly directs the gun away from him.    Frank leans
      over, catching his breath.
      
      Cara starts to giggle.   Frank starts to laugh too.
      
      
      INT. KITCHEN, PEARCE'S "SAFE HOUSE" - NIGHT
      
      The apartment appears as if it was leased, stocked and
      then never set foot in again. Brand new appliances that
      have never been used.
      
      Frank walks over to a flat screen TV and curiously peels
      off the protective clear film... He looks up and sees:
      
      Cara has her head inside the OVEN.
      
                              FRANK
                What are you doing?
      
      She pulls out, a flashlight in her mouth.
      
                              CARA
                Making sure no one sabotaged the
                gas lines.
      
      Frank watches her walk over to the FUSE BOXES.
      
      MINUTES LATER
      
      Frank pokes through the cupboards. Stocked with fine
      olives, tins of expensive smoked fish, viands, stewed
      fruit from orchards in France.
      
      He opens the icebox. Inside is frozen meat and fish.     He
      pulls out one package of frozen orange steaks - it is
      labelled "BARRACUDA, CAUGHT ANTIGUA, 8/07".
      
                              FRANK
                He goes Barracuda fishing?
      
      Cara has poured herself a glass of wine.
      
                              CARA
                He goes Marlin fishing. You catch
                the Barracudas by accident.
                                                               55.
      
      
      Frank looks at the steak...
      
      
      INT. DINING AREA, PEARCE'S "SAFE HOUSE" - LATER
      
      CLOSE ON THE FISH -- now seasoned, grilled and surrounded
      by whipped sweet potatoes, beets and almonds.
      
      Frank places a plate before Cara who sits with her wine
      at Pearce's oak table. She looks appreciatively at her
      plate.
      
                               CARA
                 And she left you for a cook?
      
      Frank smiles and pours himself a glass of wine.   Cara
      takes a bite.
      
                                CARA (CONT'D)
                 Mmmmm!   That's decadent.
      
                               FRANK
                 With these ingredients, it's not
                 hard.
      
      Frank savors a bite of his meal.
      
                               FRANK (CONT'D)
                 You know something? Food tastes
                 better after you've been shot at.
      
      Cara laughs.   She clinks his glass.
      
                               CARA
                 I'm glad I decided to come back
                 for you, Frank Taylor.
      
      They watch one another eat for several moments.
      
                               FRANK
                 Can I ask you a question.
      
      She sets down her fork.   Leans back.
      
                               FRANK (CONT'D)
                 What's it like? Being a criminal?
      
                               CARA
                      (scoffs)
                 I'm not a criminal.
                                                                56.
      
      
                              FRANK
                You carry a gun, you consort with
                people being chased by killers... I
                hate to break it to you, but--
      
                              CARA
                Okay, I'm a criminal.
      
      She takes a big gulp of wine.     Moves over to the sofa.
      
                              CARA (CONT'D)
                I didn't mean for things to turn
                out like this. I always lived by
                a certain code. But then... I broke
                it.
      
      She lapses into silence.    Frank comes and sits beside
      her.
      
                              FRANK
                For Alexander Pearce?
      
      She doesn't answer.   Which is an answer.
      
                              FRANK (CONT'D)
                What's he like?
      
      A beat.
      
                              CARA
                He's the most interesting man I've
                ever known. When I first met him,
                I wasn't expecting that. He took
                me by surprise.
      
      She shifts deeper into the leather cushions as if
      reliving a memory of sensual pleasure.
      
                              CARA (CONT'D)
                If I'd been prepared, I might not
                have loved him. But I wasn't. So
                I did.
      
      She frowns into her empty wine glass.    Frank slides a
      little closer.
      
                              FRANK
                     (soft)
                I don't regret it, you know.
      
                                 CARA
                Regret what?
                                                             57.
      
      
                                 FRANK
                 Kissing you.
      
      He looks into her eyes. They are sitting very close on
      the sofa. The lights are low. The mood is romantic...
      
      Frank puts an arm over her shoulders and leans in for a
      kiss--
      
      Cara stands abruptly.
      
                               CARA
                 What are you doing?
      
      He looks   up at her, questioningly.
      
                                 FRANK
                 I thought...
      
                               CARA
                 You thought what? That I saw you
                 on the train and my heart stopped?
                 That all my life I've been waiting
                 for a math teacher from the
                 Midwest to sweep me off my feet?
      
      Frank doesn't respond.
      
                               CARA (CONT'D)
                 I picked you because of your
                 height. Do you understand?
      
      He does. His humiliation complete, he rises with as much
      dignity as he can muster and carries the plates into the
      kitchen.
      
      Cara looks after him... exasperated yet already sorry for
      being so blunt. She is about to say something when...
      
      Her CELL PHONE RINGS.     A special ring.
      
      She answers right away.
      
      
      EXT. PIAZZA SAN MARCO - EVENING
      
      The ENGLISHMAN strolls the Piazza San Marco.    FOLLOW HIM
      from behind as he speaks into his phone.
      
                               THE ENGLISHMAN
                 Have you been reading the
                 newspaper?
                                                               58.
      
      
      IN THE SAFE HOUSE
      
      Cara narrows her focus. She walks away from Frank,
      stealing away into the bedroom. Her heart is beating.
      
                                CARA
                Yes... there was nothing there
                today. Is... is it you? Alexa--
      
                                THE ENGLISHMAN
                No names.    Not on the phone.
      
      
      INT. INTERPOL FIELD HQ, VENICE - EVENING
      
      The WAVE PATTERNS of the man's voice shimmer on a
      computer monitor. Goyal and Ackerman stand watching,
      hanging on every word.
      
                              THE ENGLISHMAN (V.O.)
                     (from the speakers)
                It's been a busier weekend than I
                expected.
      
                               ACKERMAN
                Place him.   Place him!
      
      A HORN-RIMMED AIDE zeroes in on a MAP screen.
      
      The screen gives him a map of VENICE.      Then zooms into a
      map of the SAN MARCO district...
      
      
      INT. BEDROOM, "SAFE HOUSE" - CONTINUOUS
      
      Cara holds one finger in her ear, listening intently.
      
                              THE ENGLISHMAN (V.O.)
                There's a recipe in a Tuscan
                cookbook there I need. Would you
                look it up for me?
      
                              CARA
                Do we really need another
                "recipe?"
      
                              THE ENGLISHMAN
                I want to make sure our guests are
                surprised.
                                                             59.
      
      
      EXT. PIAZZA SAN MARCO - EVENING
      
      The Englishman passes the Lagoon to his left, and enters
      an enormous courtyard, the Arco Foscari. He looks down
      at his watch...
      
                              THE ENGLISHMAN
                You're a brave and loyal girl.
                I'm in awe of you.
      
      
      INT. INTERPOL FIELD HQ, VENICE - EVENING
      
      The computer map hones in on the PIAZZA SAN MARCO...
      
                                  ACKERMAN
                Go!   Go!   Go!
      
      Goyal is already out the door and Ackerman grabs his
      Kevlar vest and follows, racing down the steps...
      
      
      INT. BEDROOM, "SAFE HOUSE" - CONTINUOUS
      
      Cara folds her arms as she listens.
      
                              CARA
                That's because you leave
                everything up to me.
      
      She pouts, only partially joking.
      
                              CARA (CONT'D)
                I'm fine by the way, in case you
                were concerned about me.
      
                              THE ENGLISHMAN
                     (playful)
                My only concern is for those who
                cross you, my love.
      
      
      EXT. PIAZZA SAN MARCO - EVENING
      
      At last The Englishman arrives before the lower colonnade
      of the DOGE'S PALACE, the seat of medieval Venetian civic
      government. It is a wonder of Gothic architecture with
      spires piercing the blue sky.
      
      He gazes up at it for a moment.
                                                             60.
      
      
                              THE ENGLISHMAN
                You may not believe it, but every
                step of this miserable game is
                taken in the hope of earning your
                trust and ever-lasting regard. I
                mean that.
      
      The Englishman is at the Ponte del Suspiri-- the "Bridge
      of Sighs."
      
      
      INT. BEDROOM, "SAFE HOUSE" - EVENING
      
      Cara's expression softens.
      
                              CARA
                You have a talent for saying the
                right thing.
                     (to herself)
                You always did.
      
      OUTSIDE THE BEDROOM DOOR
      
      Frank listens to the end of Cara's conversation, his
      forehead creased with concern.
      
      
      EXT. PIAZZA SAN MARCO, CAFE - NIGHT
      
      The Englishman closes his phone and disappears into the
      crowd.
      
      
      INT. BEDROOM, "SAFE HOUSE" - NIGHT
      
      Cara speaks urgently.
      
                                 CARA
                Wait--
      
      The line is dead.
      
      
      EXT. PONTE DEL SUSPIRI - SECONDS LATER
      
      A silent caravan of three black SUV's - a strange sight
      in Venice - pull up in perimeter around the Bridge of
      Sighs and skids to a stop.
      
      Ackerman and the others leap out, looking around.   Then
      Ackerman sees it:
      
      The Englishman's CELL PHONE, sitting on the cobblestones.
                                                             61.
      
      
      They approach.   Goyal kneels to pick it up with a plastic
      bag.
      
                               GOYAL
                 We should check for prints.    Maybe
                 he forgot to wipe it down...
      
                               ACKERMAN
                 I doubt it.
      
      Ackerman looks around.
      
      
      INT. BEDROOM, "SAFE HOUSE" - NIGHT
      
      Holding her now unimportant phone in her hand, Cara draws
      herself up and walks into the
      
      SITTING AREA
      
      Frank lies asleep on the couch.
      
      Cara walks to the kitchen and retrieves the Tuscan
      Cookbook. Thinking herself unobserved, she opens it.
      
      A PAGE has been turned down.   A recipe for LAMB.
      
      Cara pulls out her red, felt-tipped pen. She finds a
      sentence in the recipe with a single pen dot beside it.
      
      Tapping her pen under letters on the page, Cara works out
      the code, memorizes the contents of the message and
      closes the book.
      
      ON FRANK
      
      His eyes are open.
      
      
      EXT. VENICE - MORNING
      
      Establishing shots of the city as it comes to life in the
      winter time.
      
      Boats are pushed out into the canals...
      
      Trash is hosed from the cobblestone streets...
      
      Tables and chairs are set out at sidewalk cafes, waiting
      for the tourists to come...
                                                             62.
      
      
      INT. SITTING ROOM, "SAFE HOUSE" - MORNING
      
      With an unfamiliar gentleness, Cara approaches Frank
      sleeping on the sofa and touches his shoulder.
      
                                CARA
                Frank... I have to go.
      
      He opens his eyes and looks at her.
      
                              CARA (CONT'D)
                Don't go out. All you need is
                here. In four or five days
                everything will be resolved...
      
                               FRANK
                Resolved?
      
                              CARA
                It will all be over. I'll give
                you the all clear and you can go
                back to your life. This will be a
                great adventure you can look back
                on.
      
                              FRANK
                When will I see you again?
      
                               CARA
                Never.
      
      She looks at him evenly; one last glance between two
      people from two completely different worlds.
      
                              CARA (CONT'D)
                Good-bye, Frank.
      
      She leaves.
      
      
      INT. RUN DOWN PALAZZO, HALL - DAY
      
      She has started down the stairs when Frank appears on the
      landing. He leans over the balustrade.
      
                              FRANK
                Is he worth it?
      
                              CARA
                Get back inside.
      
      She has stopped mid-flight.
                                                            63.
      
      
                              FRANK
                You're going to risk everything
                for him. Would he do the same for
                you?
      
      She is quite straightforward in her response.
      
                              CARA
                It doesn't matter. I love him.
      
                              FRANK
                He doesn't deserve it.
      
      She shakes her head.
      
                              CARA
                None of this is your business
                anymore. Now get back inside
                Frank!
      
      Just as she raises her voice a door opens below them in
      the hall, and an old man comes out. He looks up at Cara.
      
                               OLD MAN
                Signorina.
      
      This is exactly what she did not want. But she controls
      her annoyance, nods in greeting and continues towards the
      front door.
      
                              CARA
                     (to the neighbor)
                Mi dispiace, Signor.
      
      The Old Neighbor nods as Cara walks out the door.
      
      He admires Cara's shapely form as she crosses the
      cobblestone streets and disappears into the alley.
      
      He glances back up at Frank and whistles appreciatively.
      Frank turns and goes back inside.
      
      
      INT. INTERPOL FIELD HQ, VENICE - DAY
      
      Ackerman sits in an office chair, gently revolving.
      Jones, Goyal and Jean Luc are there as well.
      
                              ACKERMAN
                Why do women find these con men so
                appealing?
      
      Jones is the only woman nearby...
                                                           64.
      
      
                              JONES
                Don't look at me. I married my
                personal trainer.
                     (sotto Jean Luc)
                She's twenty-six.
      
      Jean Luc can't tell if she's serious.
      
                              ACKERMAN
                How did Pearce seduce that
                beautiful woman? Was it his
                charm? His looks?
      
                                GOYAL
                Looks change.
      
      Ackerman sips from his ten thousandth cup of espresso.
      
                              ACKERMAN
                Maybe it's because if he adores
                himself and spends every moment
                gratifying his desires, so then
                can she.
      
      He looks around to see if the others like this theory.
      
                              ACKERMAN (CONT'D)
                She can become a child again. Who
                wouldn't want that?
      
      There is a bitterness in Ackerman's tone that reveals he
      is personally hurt by this.
      
      Goyal's Blackberry makes a beep.
      
                              GOYAL
                She's on the move. Time to go.
      
      Ackerman pushes himself wearily to his feet.
      
                                ACKERMAN
                By all means.    Let's follow the
                children.
      
      
      INT. KITCHEN, "SAFE HOUSE" - DAY
      
      Paging through the cookbook, Frank locates the page. He
      smiles in recognition at the familiar CODE pattern of red
      dots. He pulls out a PEN...
                                                            65.
      
      
      INT. BATHROOM, "SAFE HOUSE" - DAY
      
      Frank examines a sleek, tiny electric razor that
      resembles a lollipop. Turning it on, he applies it.
      Pleased, he keeps shaving.
      
      Getting out of the shower, Frank enjoys the soft Frette
      towels.
      
      
      INT. MASTER BEDROOM, "SAFE HOUSE" - DAY
      
      In the closets are dozens of flawless, custom-tailored
      suits.
      
      Flipping through the rack like a discerning shopper,
      Frank arrives at a suit that catches his fancy. Elegant
      and simple.
      
      
      IN THE MIRROR
      
      Frank struggles to close Alexander Pearce's pants around
      his lightly padded mid-section... a little too tight.
      
      Frank is irritated to discover he's not quite as trim as
      Pearce.
      
      
      ON THE BEDROOM FLOOR
      
      Frank engages himself in a spontaneous program of
      CALISTHENICS. He struggles through a batch of push-ups,
      then sit ups.
      
      
      IN THE MIRROR
      
      Frank flosses his teeth. Then he backs up, taking in his
      outfit. The lines of the suit highlight his frame.
      
      He likes what he sees.
      
      
      INT. DEMIDOV'S HOTEL ROOM - DAY
      
      Demidov is getting dressed. It's an elaborate ritual:
      carefully pressed pants, ironed shirt, starched collar,
      etc.
      
      His two BODYGUARDS stand nervously at attention, watching
      him.
                                                              66.
      
      
                              DEMIDOV
                When I was a young man, times were
                very hard. When an opportunity
                presented itself, you took it.
      
      He pats talcum powder on himself.    The men remain stone-
      faced.
      
                              DEMIDOV (CONT'D)
                I was twelve years old when Gregor
                asked me if I was ready for a
                man's job. He was the top
                chelovek in our housing block. So
                I said yes. He gave me a crowbar
                and told me to go bash in the
                skull of another boy who had
                stolen something from him.
      
      He points at his platinum cufflinks on a bedside table
      and snaps his fingers. Scarface hands them to him.
      
                              DEMIDOV (CONT'D)
                Now it just so happened this boy
                was a friend of mine. I did not
                want to do this terrible thing.
                But when you come from the
                streets, you have no choice.
      
      He carefully knots his tie in the mirror.
      
                                DEMIDOV (CONT'D)
                I worked   very hard for years to
                get past   that life. So I would
                not have   to do these terrible
                things.    So I would have a choice...
      
      He turns and smiles at his THICK-NECKED bodyguard.    He
      gestures toward the man's holstered pistol --
      
                                 DEMIDOV (CONT'D)
                I have people like you to do these
                things for me...
      
      He holds out his hand; THICK NECK hands him the pistol.
      
                              DEMIDOV (CONT'D)
                Except that you don't!
      
      Suddenly Demidov pistol whips the man across the face!
      
      Blood explodes from THICK NECK's nose.     He falls down to
      one knee, clutching his face in pain.
                                                             67.
      
      
      Scarface looks on in fear. Demidov calms himself almost
      as quickly as he lost his temper. He drops the gun on
      the carpet and steps back in disgust.
      
                              DEMIDOV (CONT'D)
                If you did your job properly, I
                wouldn't have to get my hands
                dirty, you piece of shit.
      
      He turns and walks into the bathroom to wash his hands.
      
                                                        CUT TO:
      
      
      EXT. CIPRIANI HOTEL - DAY
      
      Heels clicking on the cobblestones, Cara strides quickly
      along the Palazzo Vendramin en route to the Cipriani.
      She checks her watch. Then walks faster.
      
      She passes a smallish transporto via cargo (supply boat)
      floating in the lagoon beside the Palazzo.
      
      Cara approaches the poolside hotel restaurant.
      
      
      INT. CIPRIANI HOTEL - DAY
      
      From a second story SUITE of rooms, The ENGLISHMAN peers
      through the curtains. He sees Cara seat herself at a
      TABLE between the pool and the lagoon.
      
      His eyes settle on the transporto. Workers step on and
      off, carrying fresh linens into the hotel.
      
      He leaves the window.
      
      
      INT. TRANSPORTO - DAY
      
      There is a small cabin on the deck.
      
      Inside the cabin, Ackerman, Goyal, a videographer, a
      signals surveillance officer and a coordinating tactics
      officer huddle.
      
      Ackerman stares out the tinted window.
      
      ACKERMAN'S POV - he can just see Cara sitting at the
      table.
                                                              68.
      
      
      EXT. CIPRIANI HOTEL, POOLSIDE RESTAURANT - DAY
      
      Fanning herself with a newspaper, Cara discreetly
      evaluates the men in her sight lines. Venetian civic
      leaders chatting by the bar, tourists reading maps...
      
      Over her sunglasses she catches sight of a pair of YOUNG
      LOVERS drunk in each other's grasp in the pool.
      
      She turns away.
      
      
      INT. TRANSPORTO - DAY
      
      Squinting, Ackerman evaluates his placements.
      
      - A WAITER, idling at his bussing station, his eyes
      roaming the palazzo.
      
      - A VAPORETTO CAPTAIN, who quietly turns away requests
      for a ride into St. Marks Square, his finger to his ear.
      
      - An OLDER COUPLE sitting a few seats away from Cara.
      
      And an AGENTE DI POLIZIA (police patrolman) loud and
      jovial, joking with passersby, while quietly checking his
      earpiece.
      
      He speaks into the air.
      
                              AGENTE DI POLIZIA (V.O.)
                     (from the speakers)
                Eh, we do not know any
                further...characteristics?
      
                              ACKERMAN
                     (pressing a button)
                You know what we know.
      
      
      EXT. CIPRIANI HOTEL, POOLSIDE RESTAURANT - DAY
      
      The VIDEO CAMERA swivels to follow a MAN, elegantly
      dressed, with trim hair who swiftly approaches Cara's
      table...
      
      
      IN THE TRANSPORTO
      
      Standing up, Ackerman holds his hand up.
                                                             69.
      
      
                              ACKERMAN
                     (into the speaker)
                Hold...wait for my signal...
      
      
      AT THE RESTAURANT
      
      Cara glances up from her menu as she senses the elegant
      man approaching.
      
      The WAITER walks quickly toward Cara's table...
      
      The elegant man is FRANK.
      
      
      IN THE TRANSPORTO
      
      Ackerman stares at the monitor with Frank's face on it.
      He's quietly furious.
      
                              ACKERMAN
                What is that fool doing in the
                middle of my operation?
      
      
      AT THE RESTAURANT
      
      Cara stares slack-jawed at Frank.
      
      He has given himself a complete make-over.    New haircut.
      Pearce's suit fits him well.
      
      He looks terrific. Cara notices before quickly recovering
      her composure.
      
                              FRANK
                Time for Alexander and me to meet
                face to face.
      
                              CARA
                     (quietly)
                I don't know what you're talking
                about. Please go, I'd like to
                have a quiet coffee.
      
      Frank sits at the table with Cara and eats a CASHEW.
      
      
      IN THE TRANSPORTO
      
      Ackerman barks whispered orders into the speaker:
                                                             70.
      
      
                              ACKERMAN
                     (frustrated)
                Move off. Move off.
      
      The UNDERCOVER WAITER quickly moves away from Cara's
      table.
      
      Ackerman stares at the monitor which captures Cara's
      angry expression.
      
                              ACKERMAN (CONT'D)
                     (talking to the
                      screen)
                Get rid of him!
      
      
      AT THE POOLSIDE RESTAURANT
      
      Defiantly, Frank pulls his chair in closer to Cara.    He
      signals to a different THIN WAITER.
      
                              FRANK
                     (to the waiter)
                Caffe, per favore?
      
      Frank turns back to Cara, who calls out--
      
                               CARA
                Cameriere!   No caffe for signor!
      
                              FRANK
                     (contradicting her)
                With milk!
      
      She stares at him.
      
                              CARA
                Do you want to be dead?
      
                              FRANK
                Not particularly, but I'm tired of
                being afraid. I've been running
                around like a frightened mouse
                long enough and I've decided I'm
                finished.
      
      Frank pulls out a Gitane cigarette.   He lights it,
      smoking while he talks.
                                                            71.
      
      
                                FRANK (CONT'D)
                When I first saw the name I got
                scared: "Alexander Pearce." He
                even sounds like some super cool
                master criminal with Russian
                enemies and the beautiful
                girlfriend... he probably works out.
                He might own a pizza shop on the
                side for all I know.
      
      Frank frowns at the cigarette.
      
                              FRANK (CONT'D)
                These are disgusting.
      
      
      INT. TRANSPORTO - DAY
      
      Goyal is seated at the communication station.
      
      ON THE MONITOR - Frank is settled in opposite Cara.
      
                              GOYAL
                He's not going anywhere.
      
      Ackerman peers directly out the window, as if he's going
      to see something different.
      
                              ACKERMAN
                Put Lipetti in. Tell him to play
                it like he's dealing with a rowdy
                guest-- escort him out.
      
      
      EXT. CIPRIANI HOTEL, POOLSIDE RESTAURANT - DAY
      
      Cara looks all around.   No sign of any suitor
      approaching.
      
      CLOSE ON: the hands of the THIN WAITER, who sprinkles
      pepper carefully, presumably onto a dish. He then
      platters the dish and lifts it over his shoulder.
      
                              CARA
                Frank, you have no idea what
                you're sticking your nose into.
      
                              FRANK
                Probably not. But I'm doing it
                anyway. Alexander Pearce nearly
                got me killed. It was his idea,
                right?
                              (MORE)
                                                            72.
      
                              FRANK (CONT'D)
                He told you to pick out some
                random sap on the train to take a
                bullet for him, didn't he?
      
      Frank works himself up, drawing courage from his anger.
      
                              FRANK (CONT'D)
                Well I'm not playing the role
                anymore. I'm going to confront
                him. He's supposed to meet you
                here, isn't he? I'm going to tell
                him exactly what I think of him.
      
                              CARA
                Wonderful. Another macho idiot.
                     (to the waiter)
                Conto, per favore!
      
      Frank leans in.
      
                              FRANK
                What's the lure, Cara? Obviously
                not his character. Is it the
                money? The luxury? What's any of
                that worth if you're getting shot
                at and you could go to jail?
      
                              CARA
                I'm leaving Frank.
      
                              FRANK
                He's smooth, right? He probably
                has mistresses in every European
                city, too.
      
                              CARA
                It's really a shame you've scared
                him off--
      
      She tosses some Euros on the table.
      
                              CARA (CONT'D)
                The two of you make a nice couple.
      
      The THIN WAITER arrives with a PLATTER.   He sets it down
      in front of Cara.
      
      The UNDERCOVER WAITER now moves toward the table with a
      grim expression...
      
      The THIN WAITER removes the platter.   Cara looks down.
                                                                73.
      
      
      Spelled out in SALT and PEPPER on the plate is the
      following:
      
      "MY VILLA.    TONIGHT. 8PM."
      
      Cara no sooner reads it than the Thin Waiter, who we now
      see is THE ENGLISHMAN...
      
      ...BLOWS on the platter, scattering the salt and pepper
      granules to the wind.
      
                                    FRANK
                   What the hell?
      
      As Frank looks up.
      
      The Englishman has already turned away, but the
      Undercover Waiter is moving quickly toward Cara's table.
      
      The Undercover Waiter picks up speed, changing course
      slightly. WE SEE he's after The Englishman who is about
      to enter the restaurant kitchen...
      
      Then FRANK steps in front of The Undercover Waiter,
      mistaking him for Pearce.
      
                                    FRANK (CONT'D)
                   Is this him?
      
                                    CARA
                   Frank!
      
      
      INT. TRANSPORTO - DAY
      
      Ackerman slaps the cabin table.
      
                                  ACKERMAN
                   Abort!   Abort, goddammit!
      
      
      THE POOLSIDE RESTAURANT
      
      The Undercover Waiter tries to move past Frank.
      
                                 FRANK
                   You hide out poolside and send
                   your girlfriend and a total
                   stranger to face the murderers who
                   are after you? Not much of a
                   tough guy, are you?
      
      Frank SHOVES him back.
                                                             74.
      
      
                              FRANK (CONT'D)
                Where I come from, we don't treat
                women like that!
      
      Frank grabs the Undercover Waiter's collar with
      unaccustomed strength.
      
      Cara quietly picks up her bag and leaves the restaurant.
      She walks as fast as she can without being noticed toward
      the Palazzo Vendramin.
      
      In the midst of his scuffle, Frank looks around and
      realizes she's gone.
      
      The Undercover Waiter's earpiece falls out in the melee...
      Frank sees it and hesitates. Maybe this guy isn't
      Pearce.
      
      
      INT. TRANSPORTO - DAY
      
      Getting up from his seat in the cabin, Ackerman gestures
      for the captain of the transporto to leave the dock.
      
      ON THE MONITOR: Frank looks around and sees Cara:     fifty
      feet away. Walking with purpose.
      
                              ACKERMAN
                That goddamn fool.
      
      Ackerman rubs his face and squats down, frustrated beyond
      measure.
      
                              GOYAL
                What do we do with him?
      
                              ACKERMAN
                Throw him in the lagoon.
      
                                                          CUT TO:
      
      
      EXT. PALAZZO VENDRAMIN - DAY
      
      Frank brushes past tables, hits the street and RUNS down
      the Palazzo, toward Cara.
      
                               FRANK
                Cara!
      
      Cara says nothing. She just shoots Frank an angry glance
      and climbs onto A VAPORETTO (water taxi).
                                                              75.
      
      
      Frank runs to the edge of the water as it motors away.
      
      Suddenly he feels the presence of somebody behind him.
      TWO of ACKERMAN'S MEN are right there.
      
      They pin his arms forcefully.
      
                                AGENT
                Ok Signor... you can come with us
                now.
      
      Frank looks at the two big men on either side of him.
      Then at Cara disappearing over the water. The fight
      drains out of him and he doesn't resist.
      
                                                           CUT TO:
      
      
      INT. INTERROGATION ROOM - DAY
      
      Frank sits alone in the sparsely furnished, windowless
      room. A table, two chairs. A large mirror on the wall.
      
      Frank straightens his slightly disheveled suit, as if
      he's been dumped here without ceremony.
      
      He glances in the mirror periodically, suspicious.
      
      The door opens and Ackerman enters. He pulls up one of
      the chairs and gestures for Frank to do the same.
      
                                 ACKERMAN
                Please...
      
      He looks Frank up and down.
      
                                 ACKERMAN (CONT'D)
                Nice suit.
      
                                 FRANK
                It's borrowed.
      
                              ACKERMAN
                It's a good fit.
      
                                 FRANK
                Unfortunately.
      
      Ackerman reaches into his breast pocket and takes out his
      INTERPOL credentials. Tosses them on the table for Frank
      to see.
                                                              76.
      
      
                                FRANK (CONT'D)
                 Police... better than the
                 alternative I suppose.
      
      Ackerman smiles. Frank remains defiant.      He jerks his
      head toward the mirror confidently.
      
                               FRANK (CONT'D)
                 Who's watching from behind there?
      
      Ackerman looks over at the mirror, taken off guard by the
      question. He stands and goes to the mirror -- lifts it
      off its hooks and sets it on the floor.
      
      Nothing but plain wall underneath. Ackerman sits back
      down. Frank is a little bit chastened.
      
                               ACKERMAN
                 You have a vivid imagination.
      
                               FRANK
                 I haven't needed it lately.
      
      Ackerman smiles.
      
                               FRANK (CONT'D)
                 You're in for a disappointment.
                 I'm not Alexander Pearce.
      
                                ACKERMAN
                 I know that.
      
      Frank looks up.
      
                                FRANK
                 Since when?
      
                               ACKERMAN
                 Since the beginning.
      
      Frank stares at him blankly...
      
                                FRANK
                 How...?
      
                               ACKERMAN
                 Come. I want to show you
                 something Frank.
      
                                                           CUT TO:
                                                             77.
      
      
      INT. INTERPOL FIELD HQ, VENICE - DAY
      
      Ackerman leads Frank through the maze of desks and
      police. Various members of the task force follow their
      progress... Jean Luc, Jones, etc.
      
      They arrive at a central INTEL area where Goyal sits in
      front of several computer monitors.
      
      He looks up as Ackerman and Frank arrive.
      
                              ACKERMAN
                     (to Goyal)
                Pull up the CID Academy graduating
                class for 2002.
      
      Goyal raises an eyebrow, but does as he's told. A few
      moments later a photo of POLICE RECRUITS in uniform comes
      up on screen.
      
                              ACKERMAN (CONT'D)
                Take a good look.
      
      Frank peers at the screen. He spots the instructor--
      Ackerman seven years younger.
      
                              FRANK
                You?
      
                              ACKERMAN
                Take a look at the second row.
      
      INSERT CLOSE UP on the screen.
      
      Frank examines the second row. One of the young women
      is... CARA MASON. Her hair is pulled back. She looks more
      the determined police cadet than the sexy siren...  but
      it's definitely her.
      
                              FRANK
                Cara...
      
      He is dumbfounded.
      
                              ACKERMAN
                We've been watching you this
                entire time.
      
                              FRANK
                     (dawning)
                You saw those men try to kill me
                and you didn't intervene?
                                                              78.
      
      
                              ACKERMAN
                I'm trying to apprehend a major
                criminal. I'm not a babysitter.
      
      Frank grows angry.
      
                              FRANK
                I want to speak with somebody at
                the American Embassy. I'm going
                to tell them that you and your
                undercover officer knowingly and
                recklessly endangered the life of
                an American citizen! Let's see
                what my government has to say
                about that!
      
      Jones clears her throat from a chair across the room.
      
                               JONES
                We're aware of the situation, Mr.
                Taylor. But we take a long view
                of these things... fortunately you
                are unhurt... 
      
      Frank is incredulous.
      
                              FRANK
                Then I'll go to the press. I'll
                tell the entire story to the New
                York Times.
      
                               ACKERMAN
                      (quietly)
                No.   I don't think you'll do that.
      
                               FRANK
                Why not?
      
                              ACKERMAN
                Because I don't think you want to
                see Cara's entire career
                destroyed.
      
      Frank falls silent. Ackerman puts an arm around his
      shoulder and leads him away from the others.
      
                               ACKERMAN (CONT'D)
                Espresso?
      
                                                        CUT TO:
                                                            79.
      
      
      EXT. INTERPOL FIELD HQ, VENICE - DAY
      
      Frank stands on a balcony overlooking a waterway.
      Ackerman emerges with two cups of espresso. Hands one to
      Frank.
      
                              ACKERMAN
                Women like Cara don't come along
                very often.
      
                              FRANK
                In my case, they don't come along
                at all.
      
                              ACKERMAN
                She's the worst combination:
                stunning looks and a brilliant
                mind.
      
                              FRANK
                If she's so smart, how did she get
                caught up with Pearce?
      
                              ACKERMAN
                It started out as a
                straightforward placement...
      
      
      INT. DOGE'S PALACE - DAY [FLASHBACK]
      
      Cara (younger) poses as an art student, sketching a
      SCULPTURE in the Anticollegio.
      
                                ACKERMAN (V.O.)
                ...we ran her deep cover to build a
                case against Pearce. It took. He
                hired her as an assistant.
      
      She turns her face and smiles at an UNSEEN MAN.
      
      
      EXT. YACHT - DAY [FLASHBACK]
      
      The wind blows in Cara's hair. She sits on the top deck.
      A MAN'S HAND passes her a drink as he walks by. She
      smiles at him (again we do not see his face).
      
                              ACKERMAN (V.O.)
                Then she began missing drops.
                Omitting important details.
                                                           80.
      
      
      EXT. BALCONY - RESUME SCENE
      
      Ackerman turns to Frank.
      
                              ACKERMAN
                She was no longer with us.   She
                was with him.
      
      Ackerman finishes his espresso.
      
                              ACKERMAN (CONT'D)
                She explains it now as the
                confusion of her new life outside
                the academy. That I misread her
                capacity for this kind of work.
      
                              FRANK
                Then why are you still using her?
      
                              ACKERMAN
                She's all I have, Mr. Taylor.
      
      Beat.
      
                              FRANK
                You think she'll turn him in this
                time?
      
                                 ACKERMAN
                I don't know.
      
      Goyal walks up behind Ackerman waiting patiently for a
      moment to interrupt him.
      
                              ACKERMAN (CONT'D)
                I do know however, that you are
                very smitten with her.
      
      Frank looks back at him evenly.
      
                              FRANK
                It's not just me, is it?
      
      Ackerman acknowledges the point with the barest of nods.
      
      Goyal signals that Ackerman has a phone call.
      
                                                        CUT TO:
                                                             81.
      
      
      EXT. GRAND SALONE, VENICE - DAY
      
      The principal apartment of a Venetian palazzo, looking
      out over the Grand Canal.
      
      Cara holds her cell phone to her ear as she walks.
      
                                 ACKERMAN (V.O.)
                Cara?     Where have you been?
      
      INTERCUT WITH
      
      ACKERMAN on the phone at his office.
      
                              CARA
                Have you got him?
      
                              ACKERMAN
                You mean the idiot who ruined our
                operation?
      
                              CARA
                Have you got him?
      
      Ackerman glances out the window at Frank.
      
                                 ACKERMAN
                Yes.
      
      Cara is relieved.
      
                              CARA
                It's your own fault. We never
                should have endangered a civilian.
                You should have put an agent into
                place.
      
                              ACKERMAN
                There was no time. Besides Pearce
                is too smart for that; he would
                have spotted the agent a mile
                away.
      
                              CARA
                He didn't spot me.
      
      Ackerman smiles bitterly.
      
                              ACKERMAN
                Apparently he didn't have to.
      
      Cara doesn't answer. Ackerman regrets the jibe.   He
      steps into a HALLWAY where it's quiet.
                                                           82.
      
      
                               ACKERMAN (CONT'D)
                 I'm sorry Cara. That was uncalled
                 for.
      
      ON HER FACE as she listens to him.
      
                               ACKERMAN (CONT'D)
                 I'm on edge because of our failure
                 today. If only the American
                 hadn't messed everything up... I
                 felt sure Pearce would show up
                 today.
      
                               CARA
                 What makes you think he didn't?
      
      Ackerman's face lights up...
      
                                                        CUT TO:
      
      
      INT. INTERPOL FIELD HQ, VENICE - DAY
      
      Ackerman strides into the room, calling for attention.
      
                               ACKERMAN
                 Okay everybody, listen up.
      
      Jones, Quinn, Jean Luc and the rest of the team assemble.
      Goyal has Frank with him, dragging him around like a lost
      puppy dog...
      
                                ACKERMAN (CONT'D)
                 We have a location and time for
                 the next meet.    Pearce's villa.
                 Eight o'clock. We have to move
                 fast--
      
                               JONES
                 Pearce's own villa? Why would he
                 risk going back there? He must
                 know we'd be watching.
      
                               JEAN LUC
                 Perhaps he's nostalgic.
      
                               ACKERMAN
                 I doubt that. Maybe there's
                 something of value still there.
                 He left in a hurry after all.
      
                               JONES
                 Call in a search team.
                                                               83.
      
      
                               ACKERMAN
                 We searched the place after the
                 raid last year. If there's
                 anything hidden there, only Pearce
                 knows where it is.
      
      He picks up his coat.
      
                               ACKERMAN (CONT'D)
                 We need to get agents in place all
                 around the villa.
      
      Frank speaks up unexpectedly.
      
                               FRANK
                 If you're all around his house,
                 will he show up?
      
      A dozen heads turn to look at him.
      
                               ACKERMAN
                 If I needed your advice Mr.
                 Taylor, I'd ask.
      
      Frank shrinks down in his chair.
      
      A beat.   Ackerman turns back to the rest of the room.
      
                               ACKERMAN (CONT'D)
                 Establish a wide perimeter. We'll
                 keep our distance and wire the
                 entire villa for video
                 surveillance.
      
      The meeting breaks up.   Everybody jumps into action.
      
      ON QUINN as he slips out a side door.
      
                                                           CUT TO:
      
      
      INT. CIPRIANI HOTEL - DAY
      
      A standard hotel room-- no lavish suite this time.
      
      Cara stands in front of the mirror. Her shirt is
      unbuttoned as she works to attach a TINY MICROPHONE to
      her bra.
      
      The tape gets stuck to itself and she has to start over...
      
      A KNOCK on her hotel room door.
                                                               84.
      
      
                                 CARA
                Come in.
      
      Frank enters the room.    Sees her half-dressed--
      
                                 FRANK
                I'm sorry.
      
                              CARA
                It's okay.   Come over here.    I
                need your help.
      
      In an echo of their first meeting on the train (but
      without the false flirtation) she turns to him and hands
      him a piece of tape.
      
      Their eyes meet.   A flicker of a smile passes between
      them.
      
      Frank's fingers are perfectly steady this time as he
      helps her secure the microphone and do up her shirt.
      
                              FRANK
                Ackerman told me everything.
      
      She takes a deep breath.
      
                              CARA
                I'm sorry Frank.
      
                              FRANK
                There's no apology necessary.
      
      He steps back from her.    She smooths her blouse.   Turns
      to him.
      
                               CARA
                     (re: the wire)
                How do I look?
      
                              FRANK
                Like the most beautiful woman on
                earth.
      
      The complete honesty and directness of his compliment
      takes her by surprise. She's strangely moved by it.
      
      She brushes her hand affectionately over his cheek.
      
                              CARA
                When will you go home?
                                                             85.
      
      
                               FRANK
                 Ackerman asked me to stay with the
                 surveillance team in case the
                 thugs who came after me at the
                 Danieli show up. I'm the only one
                 who can identify them.
      
      Something occurs to Frank.
      
                               FRANK (CONT'D)
                 Did you tell him to keep an eye on
                 me?
      
                               CARA
                      (busted)
                 I told him to make sure you were
                 safe until this was over.
      
      He nods.   A little pleased at her concern.
      
                               FRANK
                 You shouldn't worry about me.
                 What about you?
      
                                  CARA
                 What about me?
      
                               FRANK
                 What are you going to do?
      
      She takes a beat, then puts her game face on.
      
                                  CARA
                 My job.
      
                                                         CUT TO:
      
      
      EXT. ALEXANDER'S VILLA - NIGHT
      
      A light mist. The sound of water lapping against the
      shore. The scene is familiar... almost identical to the
      night of the raid just over a year ago.
      
      Then a wind picks up and blows the mist clear.
      
      REVEAL an undercover POLICEMAN with an earpiece walking a
      dog a block away...
      
      ON A ROOFTOP three blocks away -   A SNIPER with a scope.
      
      INSIDE AN APARTMENT - a FEMALE AGENT with binoculars
      scans the empty street below.
                                                             86.
      
      
      ON THE CORNER - two blocks down is a village CHURCH.
      
      
      INT. CHURCH - CONTINUOUS
      
      Ackerman and his team have set up a make-shift
      surveillance outpost here. The high-tech equipment looks
      incongruous with the thousand year-old stone walls and
      worn oak pews.
      
      A bank of monitors reveals various views of the inside
      and outside of Alexander's villa.
      
      Frank hovers in the background behind Ackerman. He
      notices Ackerman has a copy of the International Herald
      Tribune.
      
                              FRANK
                You all read the same newspaper.
      
                              ACKERMAN
                It's a good paper. And sold
                throughout the world. Makes the
                classified ads especially useful...
      
      Frank nods. Ackerman sits down next to Frank as if he
      were an old pal instead of a quasi-captive.
      
                              ACKERMAN (CONT'D)
                Since the internet came about,
                hardly anybody uses old school
                methods like that to communicate
                anymore. Except Alexander Pearce.
                No lines to tap. No signals to
                intercept.
                     (admiringly)
                He's a very clever man, your
                double.
      
                              FRANK
                I look forward to meeting him.
      
                                 ACKERMAN
                So do I.
      
      
      EXT. WATERWAY - NIGHT
      
      A PATROL BOAT circles in the canal behind the villa.   One
      of Ackerman's ITALIAN AGENTS is at the wheel.
      
      He sees a flat-bottomed black BOAT motoring toward him.
      A light from the boat shines in his eyes.
                                                             87.
      
      
                              AGENT
                     (in Italian)
                You'll have to turn around, sir.
                There's been a chemical spill in
                this area--
      
      FWWWAP! A silenced bullet strikes him in the forehead.
      The agent topples into the water with a gentle splash.
      
      The black boat steers around the rudderless patrol boat
      and heads toward the villa...
      
      
      INT. ALEXANDER'S VILLA - NIGHT
      
      BINOCULAR POV - a lone female figure walks down the
      cobblestone streets toward the villa.
      
      CARA.
      
                              SURVEILLANCE AGENT (V.O.)
                She's approaching the destination
                now.
      
      
      EXT. BACK OF THE VILLA - NIGHT
      
      The black boat slips underneath some moorings.
      
      A gloved hand tosses a grappling hook up to a beam ten
      feet overhead. It catches. The boat is tied off.
      
      Silently, a masked figure begins to climb from the boat
      up into the bottom floor of the villa in the semi-
      darkness.
      
      
      INT. SURVEILLANCE OUTPOST IN CHURCH
      
      ON THE MONITOR WE SEE
      
      PEARCE'S ENTRY HALL. Cara unlocks the front door with a
      key and walks inside.
      
      
      INT. ALEXANDER'S VILLA/VIDEO MONITORS - CONTINUOUS
      
      TRACK from screen to screen as WE FOLLOW Cara moving
      through the deserted rooms.
      
      Everything is cold and lifeless.   Like a palace that has
      been turned into a museum.
                                                                88.
      
      
      INT. CHURCH - CONTINUOUS
      
      While everyone is focused on the monitors showing Cara's
      progress, Frank notices some movement in a monitor far
      off to one side...
      
      It shows the lower floor of the house.
      
                                 FRANK
                      (points)
                 Who's that?
      
      They all turn to look. A male figure, his face masked,
      approaches the lens of the surveillance camera...
      
      BLINK!   The FEED shuts off.
      
      Ackerman barks at a technician.
      
                               ACKERMAN
                 What happened? Get it back on
                 line!
      
      The surveillance techs begin madly punching buttons, etc.
      
                               JONES
                 Was that Pearce?
      
                               GOYAL
                 How did he know there would be a
                 camera?
      
      BLINK!   Another monitor goes dark.   Then another.
      
                               JONES
                 He's taking out the entire
                 surveillance system--
      
                                 ACKERMAN
                 Stop him.
      
                              TECHNICIAN
                 I can't! He's cutting the feed at
                 the source.
      
      Frank looks anxiously at Cara on the monitor climbing the
      stairs...
      
      Blink! She disappears from view as well.      Everybody
      starts talking.
                                                              89.
      
      
                               JEAN LUC
                 How can one man move through the
                 house that fast?
      
                               GOYAL
                      (overlapping)
                 What should we do?
      
                                 ACKERMAN
                 Shut up!    Everyone.
      
      They quiet down.   Ackerman turns to the tech.
      
                               ACKERMAN (CONT'D)
                 Do we still have audio?
      
      The tech nods.
      
                                 ACKERMAN (CONT'D)
                 Turn it up.
      
      Everybody in the Church stands stock still.    Staring at
      the dark monitors. Listening.
      
      Cara's footsteps click up the stairs and then slow...
      
      They move tentatively across the floor.
      
      WE HEAR A THUMP.   A door or a heavy footstep?
      
      Cara's breathing gets louder.    There's somebody else in
      the building.
      
                                 CARA (V.O.)
                 Alexander?
      
      No response.   Click, clack, click... She takes a few steps.
      
      ON FRANK -- concerned.
      
      ON ACKERMAN -- calm.
      
      
      INT. ALEXANDER'S VILLA, PENTHOUSE - NIGHT
      
      Cara stands in the center of the large room. She catches
      sight of her reflection in the large floor-to-ceiling
      window. There's a movement in the doorway behind her...
      
      She spins around to face...
      
      DEMIDOV.   He and his two men have removed their masks.
                                                            90.
      
      
                              DEMIDOV
                Sorry to disappoint you, my dear.
      
      He steps toward her.
      
      Cara pales.
      
      
      INT. CHURCH - NIGHT
      
      Everybody strains to hear what is happening.
      
                              JONES
                     (whispers)
                Who is that?
      
                              DEMIDOV (V.O.)
                How are you this evening?
      
                              CARA (V.O.)
                     (a tremor in her
                      voice)
                Fine, thank you.
      
                              JEAN LUC
                The accent is Russ--
      
                                ACKERMAN
                Shh!
                     (quietly)
                It's Ivan Demidov.
      
      Jones looks at him.
      
                              JONES
                     (uncertainly)
                Not possible.
      
      INTERCUT WITH THE VILLA
      
      Cara takes a step back toward the window.   Demidov
      follows.
      
                              DEMIDOV
                You're waiting for someone, Ms.
                Mason?
      
      Cara doesn't reply.
      
                              DEMIDOV (CONT'D)
                You haven't seen Alexander Pearce
                in a long time, yes? I'm sure it
                will be a touching reunion.
                              (MORE)
                                                           91.
      
                              DEMIDOV (CONT'D)
                If you don't mind, we'll keep you
                company while you wait.
      
                              GOYAL
                     (anxious)
                What are we going to do?
      
                              ACKERMAN
                We're going to wait for Alexander
                Pearce. Just like them.
      
      
      EXT. ROOFTOP - NIGHT
      
      SNIPER'S POV - CARA has maneuvered close enough to the
      window that she is visible. As they approach, Demidov
      and his two men come into range as well.
      
                              SNIPER
                     (into his radio mic)
                She's brought them to the window...
      
      
      INT. CHURCH - CONTINUOUS
      
      Everybody is listening.
      
                                SNIPER (V.O.)
                ...there are three of them.
      
      ON FRANK'S FACE - he looks around at the cops desperately
      hoping somebody will do something. They all look to
      Ackerman.
      
      
      INT. ALEXANDER'S VILLA, PENTHOUSE - NIGHT
      
      Demidov circles Cara dangerously close.
      
                              DEMIDOV
                Not very polite of your boyfriend
                to keep you waiting.
      
                              CARA
                He loses track of time easily.
      
                                DEMIDOV
                I have a hard time believing that.
                     (pause)
                Perhaps he's already here
                somewhere... hiding... even watching
                us.
                                                                92.
      
      
      INSIDE THE CHURCH
      
                              DEMIDOV (V.O.) (CONT'D)
                What do you think?
      
      A long silence.    The tension grows.   Then we hear...
      
      A LOUD SLAP.
      
      Everyone in the room flinches.
      
                                DEMIDOV (V.O.) (CONT'D)
                You know... I have a feeling he is
                around here somewhere. And if he
                cares about you... if he wants to
                see your lovely face again... he
                should show up before it's too
                late.
      
      ANOTHER SLAP - MORE VICIOUS THAN THE FIRST.      This time
      Cara cries out in pain.
      
      Goyal turns to Ackerman.
      
                                 GOYAL
                Sir?
      
                              ACKERMAN
                Demidov's right. He's here
                somewhere...
      
      Another SLAP.    Another scream.
      
      Jean Luc looks to his colleagues-- Jones, Quinn... then
      turns to Ackerman. Every one of them is about to burst.
      
                              JEAN LUC
                We have to do something--
      
                              ACKERMAN
                We have to wait.
      
                                 JEAN LUC
                Yes but--
      
                              ACKERMAN
                     (harsh)
                She's my agent. She's my
                responsibility.
      
      A muffled THUD. Cara groans and WE HEAR her body hit the
      floor. That wasn't a slap.
                                                               93.
      
      
      Every cop in the room is clenching his weapon. Desperate
      for the order to move. To jump in and stop this.
      
      They are all looking to Ackerman to give the order.
      
      As the silence wears on, even Jones starts to waver. She
      speaks quietly to Ackerman.
      
                               JONES
                 What if he doesn't come?
      
      Ackerman doesn't respond.
      
      The lack of sound in the church is even more disturbing
      than before.
      
      Suddenly Goyal notices...
      
                               GOYAL
                 Where's Taylor?
      
                                                      SMASH CUT TO:
      
      
      EXT. STREET - NIGHT
      
      Frank runs for all he's worth.    Panting for breath.
      
      
      INT. ALEXANDER'S VILLA - NIGHT
      
      Frank bursts through the front door.      Races to the steps
      without hesitating...
      
      
      INT. ALEXANDER'S VILLA, PENTHOUSE - NIGHT
      
      Cara lies on her side at Demidov's feet.     Blood trickles
      from the side of her mouth.
      
      Her eyes are clouded with fear and pain as she views the
      room half-askew. Then they suddenly come into focus as
      she sees...
      
      A figure walks into the room.    FRANK.
      
      He stand motionless in the doorway, surprisingly calm.
      
      Demidov turns.
      
                               DEMIDOV
                      (leans down to Cara)
                 Good news. He loves you.
                                                              94.
      
      
      Demidov's men take Frank by either arm and roughly drag
      him forward.
      
      Cara lifts her head with an effort.
      
                              CARA
                That's not Alexander Pearce.
      
      Demidov ignores her and walks up to Frank.
      
                              DEMIDOV
                You know, Mr. Pearce, I thought I
                was finished with this sort of
                thing. But in your case, I've
                been forced to make an exception.
      
      He holds out his hand and one of his THUGS gives him a
      PISTOL and a SILENCER.
      
                              CARA
                He is NOT Alexander Pearce!
      
      Demidov begins screwing the silencer onto the barrel.
      
      The thugs push Frank to his knees.
      
      But he's barely paying attention to them.    His eyes are
      locked on Cara.
      
      She meets his gaze. For a moment, it's as if nothing
      else in the world exists but the two of them.
      
      He may only be a hapless tourist, but he loves her.
      He's the one here, willing to give up his life to save
      hers.
      
                                 CARA (CONT'D)
                Oh Frank...   I'm so sorry.
      
                              FRANK
                Nothing to be sorry for.
      
      Demidov finishes attaching the silencer.    He points the
      gun at the back of Frank's head.
      
                              DEMIDOV
                Good bye Mr. Pearce.
      
      At this moment, Cara fills her lungs and screams:
      
                                 CARA
                Ackerman!
                                                              95.
      
      
      She bends her head toward her cleavage, yelling into the
      tiny microphone.
      
                                CARA (CONT'D)
                       (furious)
                  Ackerman!!
      
      Demidov is taken off guard.
      
      
      INT. CHURCH - CONTINUOUS
      
      Her scream echoes through the arched church.
      
      Ackerman gives the order.
      
                                 ACKERMAN
                  Do it.
      
      
      EXT. ROOFTOP - NIGHT
      
      SNIPER'S POV - Demidov and his gun-wielding henchmen
      standing over Frank and Cara.
      
      
      INT. ALEXANDER'S VILLA, PENTHOUSE - CONTINUOUS
      
      The huge, plate glass window shatters as the high powered
      bullet slams through it!
      
      Everything explodes in a mass of blood and glass.
      SCARFACE is blown off his feet. His body hits the ground
      next to Frank... his gun skitters across the floor.
      
      Demidov looks from the window to Cara with cold fury in
      his eyes-- she's the one who has called in the artillery.
      He raises his pistol toward her, point blank.
      
      BANG!    The gunshot takes him by surprise.   He turns to
      see...
      
      FRANK holds Scarface's smoking pistol in his hand.
      Demidov just has time to process the fact that Frank is
      the one who shot him before the life drains from his eyes
      and he topples...
      
      Demidov's other bodyguard fires out the windows wildly
      and makes a run for it. Glass flies everywhere.
      
      Frank throws his body over Cara to protect her.
                                                              96.
      
      
      A short and furious exchange of gunfire as the other
      plate glass windows explode. Wood splinters fill the air
      as furniture is torn apart. Finally...
      
      One of the sniper's bullets finds its target and the
      BODYGUARD goes down.
      
      Frank remains on top of Cara, shielding her until long
      after everything has fallen silent.
      
      
      EXT. ALEXANDER'S VILLA - NIGHT
      
      Ackerman and his team approach, guns drawn.
      
      Undercover agents converge as well, closing the
      perimeter.
      
      
      INT. ALEXANDER'S VILLA, PENTHOUSE - NIGHT
      
      Frank and Cara sit in the middle of the room amongst a
      sea of broken glass. Just getting over the shock of
      being alive.
      
                              FRANK
                Are you all right?
      
      Cara nods. She looks at him for a long moment, then
      breaks out into a smile.
      
                              CARA
                I did well to choose you on the
                train...
      
      Frank's turn to smile.   He looks around the room at the
      carnage.
      
                              FRANK
                You didn't get to arrest Alexander
                Pearce...
      
                              CARA
                He never showed up.
      
      Frank slides closer to her. Gently, carefully, he slips
      his hands into Cara's cleavage.
      
      Surprised, Cara starts to pull back-- but he puts a
      finger to her lips.
      
      She hesitates... looks at him questioningly. But she
      doesn't protest as his fingers move toward her bra...
                                                               97.
      
      
      ...and grasp the tiny MICROPHONE. With a sharp tug, he
      rips it free. He tosses it across the room.
      
      Then he leans a little closer and whispers in her ear:
      
                               FRANK
                      (a British accent)
                 You're wrong. I'm here.
      
      She straightens up.   Her heart skips a beat.
      
                                FRANK (CONT'D)
                 It's me.   I'm here.
      
      She covers her mouth.   Her eyes mist over with tears.
      
      She runs her fingers over his face with loving amazement.
      Like a blind person trying to recognize a familiar face.
      
      Her mind reels...
      
      Then their lips meet. They kiss. And kiss.      Like
      drinking from a fresh spring in the desert.
      
      Finally she pulls away and looks at him.
      
                                CARA
                 Why?
      
                               FRANK
                 You said I'd told so many lies,
                 you wouldn't believe me even if I
                 did tell the truth... This was the
                 only way to convince you.
                      (pause)
                 The truth is that I love you. All
                 that matters is that you believe
                 me.
      
      She stares into his eyes for a beat. Finally looking at
      her without a trace of deception. She believes.
      
      They hear voices on the stairs below.
      
      Frank holds up a finger to her-- wait.
      
      Frank crawls across the room and presses a hidden latch
      on a built-in bookshelf. It swings out of the way to
      reveal a hidden safe built into the floor.
      
      Frank removes the fitted floor boards. There is a
      sophisticated BIO-METRIC LOCK -- just like the one at the
      gate in the beginning of the movie.
                                                              98.
      
      
      Frank places his finger on the spot and the lock clicks
      open.
      
                                                           CUT TO:
      
      
      INT. ALEXANDER'S VILLA - NIGHT
      
      TRACK WITH ACKERMAN up the stairs.
      
      He leads the team into the PENTHOUSE.
      
      He looks around at the mess as the agents fan out.
      
      Cara leans on Frank's arm as she heads for the exit.
      
                                ACKERMAN
                Cara... I want the paramedics to
                make sure you're all right--
      
      She blows right past him.     Ackerman calls out after her.
      
                                  ACKERMAN (CONT'D)
                Cara...
      
      She pauses.   Turns to face him.
      
      Ackerman looks down for a moment, ashamed.
      
                                  ACKERMAN (CONT'D)
                I'm sorry... I... we'll talk about
                this later.
      
                             CARA
                No we won't. There's nothing to
                talk about. I don't work for you
                anymore.
      
      She walks past him.    For a moment Ackerman and Frank look
      at one another.
      
                                  ACKERMAN
                Mr.   Taylor...   you're free to go.
      
      He looks at Frank with a measure of begrudging respect.
      
                              ACKERMAN (CONT'D)
                It seems I underestimated you.
      
                              FRANK
                     (American accent)
                It seems you did, Mr. Ackerman.
                                                              99.
      
      
      With that, Frank steps out of the room.    Ackerman's
      attention is distracted by--
      
                                GOYAL
                 Sir... over here. Take a look at
                 this!
      
      Goyal has found the safe.   Ackerman comes over and looks.
      
      INSERT CLOSE UP - the only thing in the safe is a single
      FLASH DRIVE.
      
      Goyal signals to one of the TECHS. He opens a laptop on
      the desk and they plug in the FLASH DRIVE to check the
      contents.
      
      While they are doing this, Ackerman bends to inspect the
      BIO-METRIC LOCK.
      
                                ACKERMAN
                 He was here.
      
      Jones looks on eagerly as numbers fill the screen.
      
                               GOYAL
                 Account numbers... access codes...
                 unless I'm mistaken... he left the
                 money behind.
      
                               JEAN LUC
                 A mistake perhaps?
      
                               JONES
                 How much is there?
      
      Goyal scans down to a total...
      
                               GOYAL
                 Looks like 744 million.
      
                               JONES
                 That's no mistake...
                      (walks over)
                 That's his tax bill.
      
      She holds out her hand to the TECH who has just removed
      the FLASH DRIVE.
      
                               JONES (CONT'D)
                 I'll take that.
      
      She slips it into her pocket, then turns to Ackerman.
                                                          100.
      
      
      Ackerman has moved away. He's staring down at the ground
      -- from behind he looks like a man defeated.
      
                               JONES (CONT'D)
                Well John... with the funds
                recovered, I don't think there's
                going to be any appetite from our
                side to continue this
                investigation.
      
      Ackerman's shoulders are slumped, staring at Demidov's
      dead body on the ground. Jones puts a hand on his back,
      consoling him.
      
                              JONES (CONT'D)
                I'm sorry you didn't get your man.
      
      Then Ackerman turns... a big smile on his face.
      
                              ACKERMAN
                Oh but I did get my man, Ms.
                Jones.
      
      She realizes; he was after Demidov all along.
      
      Ackerman nods to Goyal, a twinkle in his eye.
      
                              ACKERMAN (CONT'D)
                Mr. Goyal, you may place Mr. Quinn
                under arrest now.
      
      Quinn is taken completely off guard. Before he can move,
      Goyal and another agent have placed him in handcuffs.
      
                              ACKERMAN (CONT'D)
                     (to Quinn)
                What? You thought I didn't know?
                You were unwittingly quite
                helpful; without you Mr. Demidov
                might have escaped justice.
      
      He turns to Jones with a smile.
      
                              ACKERMAN (CONT'D)
                After all, Demidov wasn't a target
                of this investigation, was he?
      
      Ackerman walks over to the window as Quinn is led away.
      
      ACKERMAN'S POV - Cara and Frank walk toward the canal in
      the street below.
      
      A WATER TAXI approaches.
                                                            101.
      
      
                               JONES
                There's something I don't
                understand... how did Pearce manage
                to get here and open that safe
                without anybody noticing? And
                where did he go?
      
      Ackerman stands at the window with his hands behind his
      back. For the briefest of moments, Frank looks back up
      at him and their eyes connect.
      
      Frank gives him a little smile.   Cara takes his arm to
      climb onto the boat.
      
      CLOSE ON ACKERMAN:   his eyes narrow.   He knows.
      
      For a moment he doesn't move. Then, in spite of himself,
      a small smile creeps over his face too.
      
                              ACKERMAN
                Because Pearce was cleverer than
                all of us.
      
                                                          CUT TO:
      
      
      EXT. WATER TAXI - NIGHT
      
      Cara and Frank step on board.
      
      The DRIVER starts the engine.
      
      He turns to REVEAL... that he is the "ENGLISHMAN" we've
      seen throughout the movie. He and Frank look at one
      another for a moment.
      
                              THE ENGLISHMAN
                $20 million dollars worth of
                surgery and that's the face you
                chose?
      
                              FRANK
                     (English accent)
                It's good to see you too.
      
      They embrace warmly. Cara is in disbelief, realizing
      just how completely Frank/Alexander has planned things
      out.
      
      She casts one last glance backwards.
                                                             102.
      
      
                               CARA
                 You really think they'll just give
                 up?
      
                               FRANK
                 The Americans have their money.   I
                 left it all for them.
      
                               CARA
                 What about Demidov's money?
      
                               FRANK
                 Well...
                      (smiles)
                 You have to save something for
                 your pension.
      
      The Englishman opens the door to the cabin for them.
      
      A bottle of Crystal Champagne and two glasses are set out
      for them. Frank leads Cara in and offers her a glass.
      
      Instead, she slips into his arms and presses against him.
      They begin to kiss...
      
      CAMERA STAYS discreetly behind as they pull away from us,
      the water taxi swinging out into the Grand Canal.
      
      As it recedes from view, the vaporetto's tail lamps
      shimmer and blend into the beautiful lights of Venice...   a
      city for lovers.
      


                              THE END