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THE DAY THE

CLOWN CRIED
(A FILM BY JERRY LEWIS)
(shooting in Paris and Stockholm)

In The Day the Clown Cried, Jerry Lewis appears in his 41st motion
picture, and begins his 41st year in show business. A coincidence, but also
a turning point in the career of one of the most unusual performers in
history. The Day the Clown Cried first came to Lewis' attention over ten
years ago. At that time, although greatly moved by the story, Lewis felt it
was premature in his career (both as actor and director) for a straight
dramatic film. After ten years of honing the tools of his craft as a
performer, producer, writer, and director, Lewis embarked on one of the
most important projects in his remarkable career. Working with a
dedicated cast and crew in Paris and Stockholm, Jerry Lewis, with his
performance of Helmut Doork, “the clown”, brings to the public a new
dimension of an extra-ordinary talent.

TO BE RELEASED FOR THE SUMMER OF '74

(A FAMILY FILM)

___________________________________________________________________________

THE DAY THE CLOWN CRIED

- THE ROUGH DRAFT -

Original screenplay by
JOAN O'BRIEN
and
CHARLES DENTON

Based on a Story Idea by

JOAN O'BRIEN

Additional Material by
Jerry Lewis
________________________________________________________________________

TRANSCRIBED BY
Don Alex Hixx
SUBTERRANEAN CINEMA
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December 2001 / Remastered December 2002
___________________________________________________________________________
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“ I TOOK A CHILD BY THE HAND...

TO LEAD HIM ON HIS WAY.
I TOLD HIM OF THE LOVE OF GOD...
AND TAUGHT HIM HOW TO PRAY.
AND AS I SEARCHED FOR BETTER WAYS
HIS GUIDE AND HELP TO BE...
I FOUND, AS WE WALKED HAND IN HAND,
THAT HE WAS LEADING ME.”
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“ THE DAY THE CLOWN CRIED ”

_____________________________________________________

COLD OPENING

EXT. PARIS CIRCUS - NIGHT

The normal activity and excitement of showtime around the circus is in

evidence where we see the half dark street and alley directly adjacent to
the circus tent which (in Paris is an enclosure) ... the animals, the midgets,
the people and the roustabouts moving with a fixed speed and getting
faster as we now know showtime is momentarily due.

We MOVE TOWARD the action, slowly but definitely picking up SOUNDS

and actions of the busy people as we go.

STRAIGHT CUT TO:

EXT. CIRCUS - FRONT OF CIRCUS - PEOPLE ENTERING - NIGHT

We see barkers, children, people, pushing ... buying tickets, hats, candy ...
SOUNDS of children laughing, MUSIC playing from o.s. within the tent
area ... and we ...

CUT TO:

EXT. BACK OF CIRCUS - NIGHT

A continuation of the animals, trainers, clowns INTERCUT with the action

of the circus customers jamming the entranceway to get in ...
(complimented CUTS from backstage to out front ... building to the final
crescendo ... as we see the alley empty and clear out vs. the front area
clearing and also becoming empty.)

DISSOLVE TO:

INT. CIRCUS PROPER - NIGHT

The fully dressed orchestra playing the oncoming people to their

respective seats as we PAN ALONG the happy faces and excited children ...
DOWN and BACK within the circus backstage and SLOWLY COME TO A
STOP OUTSIDE: “CLOWN ALLEY”.
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CLOWN ALLEY - NIGHT

The heartbeat of any circus ... The long row of unkempt, yet beautifully
neat trunks where the clowns make up, with many of the clowns just
coming in and setting their clothers and things around their own little
areas ... midgets running and playing, like the little children they are
about to entertain ... MUSIC is in the deep background ... as we COME TO
A STOP at the large trunk with the letters clearly printed ... 'GUSTAV -
EUROPE'S PREMIER CLOWN.”

We PULL BACK and AWAY from the lettering on the trunk and REVEAL the
face of a gentle but drawn man, a man whose body and movements
indicate he has been at this for a long time. As he sits, the little midgets
run close to see what they can do to help; one pulls the chair for him to sit
on; another brings a hot cup of coffee; another takes his coat and hangs in
on the haltree, adjacent to his trunk ... as we PUSH PAST HIM to introduce
the other clowns ... some half made up, others finishing their make-up ...
and some just sitting and rapping together, smoking, drinking coffee,
waiting for showtime ... and in the very distant b.g., almost against the
wall of clown alley, we see the trunk and the body of a “CLOWN” in
silhouette ... we CRAWL TOWARDS the body and the trunk ... and COME
TO A STOP ... HOLDING FULL FRAME. The clown, already made-up and
dressed in his tramp outfit, has his head in his hands, leaning down on the
trunk table top, a depressed and sad looking hulk of a man ... an o.s. voice:

MIDGET
Coffee? It's nice and hot.

The MIDGET slides the cup in front of the clown's face ... as he picks up his
head and smiles and nods yes ... he sips the coffee and we see the clown is
HELMUT DORQUE (pronounced Doork).

He is a depressed and very unhappy clown ... the frown on his face shows
years of knocking around ... plus fear that those years are now over. From
o.s. we HEAR the SOUND of a small air horn being blown and carried by
one of the midgets. He is yelling through an old megaphone.

MIDGET
15 Minutes to circus ...
15 minutes to circus.

Upon hearing this, “Clown Alley” really gets busy ... all the clowns get up
and put their last minute touches together ... touching up their make-
ups ... getting their coats and props together ... and as they get
themselves up and ready, they exit the clown alley area and start for the
arena. The last one to go is Helmut, lingering behind intentionally as we:
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CUT TO:

INT. CIRCUS ARENA - CLOSEUP RINGMASTER - NIGHT

RINGMASTER
Ladies and gentlemen, we proudly
present ... “The Clowns”!

INT. CLOWN ALLEY - NIGHT

Helmut hangs back until the very last clown exits Clown Alley, as we:

CUT TO:

INT. CIRCUS PROPER - NIGHT

The MUSIC is really going strong ... and the clowns come on like all forty.
They explode in the ring ... doing all their bits and pieces which ultimately
brings them back to the entrance area they just came from and they make
the “West Point” arch for the TIMPANY DRUM ROLL and the grand
entrance of “Gustav” the Great.

CLOSER SHOT

“Gustav” makes his famous comedy walk into the tent with the longest
pair of tails ever seen (at least 75 feet long) and at the end holding them
from dragging on the floor is Helmut, the “Tramp Clown”.

WIDER SHOT

We see Gustav taking the applause, and it is tremendous. He stops center

of the ring, but Helmut keeps walking and doesn't see the post in front of
him as he walks around the post, still holding the tails and goes on his
butt, pulling Gustav down as well. The audience screams with laughter,
believing this all part of the act, as we:

DISSOLVE TO:

INT. CLOWN ALLEY - NIGHT

All the clowns are sitting around their respective trunks and there is a
sense of gloom permeating the air, as Gustav and MR. SCHMIDT pace back
and forth behind Helmut, both going at him unmercifully.
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MR SCHMIDT
(in the middle of his tirade)
Not to mention how
unprofessional that was ...

HELMUT
But it was an accident ...

GUSTAV
Oh, sure it was ... A very well
planned and calculated accident!

HELMUT
I swear to you ...
it was an accident!

Gustav stops and grabs Schmidt's arm, and with a threatening, pointing
finger ...

GUSTAV
I don't want to hear any more ...
You will get me another stooge.
I don't want this man!!

SCHMIDT
Don't get excited, Gustav,
you shall have it.

GUSTAV
You bet I will, or
you shall have no show.

Gustav walks away, sits at his trunk, starts taking his make-up off.

SCHMIDT
(moving to Helmut's trunk,
leaning over into Helmut's ear)
You will run with the other clowns and
that's all you will do ... is that clear?

Helmut, shattered, nods his head yes.

SCHMIDT
(continuing)
And if there is another one of your cute
tricks ... I promise you will do your bits
for the “Cats” while cleaning their cages!
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Schmidt walks away ... leaving Helmut stunned and shocked. Helmut lifts
his trunk cover, which opens on a hinge and stays upright, as we SLOWLY
CRAB AROUND to REVEAL the “One Sheets” glued to the inside of the
trunk lid ... as Helmut reaches for a towel to clean his face, we read:

RINGLING BROS. & BARNUM AND BAILEY

PRESENTS
THE WORLD'S GREATEST CLOWN
“HELMUT”
(from Germany)

The one sheets are battered and torn and certainly appear to be many
years old. As we PAN the “Lid” to see them all, Helmut's face is reflected
in the mirror as we see the tears rolling down his face. As we FREEZE
FRAME, MUSIC hits for:

MAIN TITLES:
THE DAY THE CLOWN CRIED

FOLLOWING CREDITS:

EXT. DESERTED STREET AND BISTRO - NIGHT

Helmut, dejected and as sad as any man could be, strolls down the
deserted street, alone.

INT. BISTRO

He comes to a small bistro and walks in ... stands at the bar.

HELMUT
Clause ... give me a double
whiskey with beer chaser.

CLAUSE
(who knows him)
You won't get “Funny”
out of a bottle.

HELMUT
And you won't make a dime sticking
your nose in other people's business.

Clause pours the whiskey, and places the beer next to it; as Helmut gulps
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the drink down and chases it with the beer from the bottle ... we:
STRAIGHT CUT TO:

INT. THE APARTMENT - NIGHT

Standing at the window looking out is a beautiful WOMAN, simply dressed,

no make-up and clean; she has the look of a woman who has just bathed
and one could almost smell the fragrance of bath oil on her body. She is
tense and concerned.

She sees something and moves toward the door and opens it. There is a
beat and finally the o.s. SOUNDS of feet scuffling get to the door. It is
Helmut, fairly crocked at this point.

ADA
Helmut, darling, are you all right?

HELMUT
(nastily)
Do I look like I'm not all right?

ADA
I was so worried about you ...
Your dinner is cold and I couldn't
imagine what happened to you ...

HELMUT
Were you really worried about me
or your stupid dinner was getting cold?

Ada is hurt by this, but knows something is really chewing away at him ...
and deals with it even more tenderly, which only digs in deeper on
Helmut.

ADA
Sweetheart, I care about you ...
I love you ... I worry about you ...
I can't help those feelings ...

During the above Helmut is at the small bar in the living room pouring
another “blast” and gulps it down ... he hears the words but tries to ignore
them.

HELMUT
If there is anything I don't need right
now ... it's your super-sentimentality ...
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He flops down in the armchair and stares straight ahead ... Again, Ada is
hurt by his blasting her, but she's wise enough to know this isn't the man
she loves ... she has to get what's eating him out of there.

ADA
Helmut ... what's tormenting your
soul? Please let me help you ...
talk to me ... I don't care what it is ...
I love you ... I'm your friend ...
you can trust me to understand ...

HELMUT
I can't trust anybody ... I don't
know how to trust anybody ...

ADA
I'm not anybody! I'm your wife!

Helmut, hearing these words, looks up at her and sees the beauty in her
eyes, and he is affected by this. He stands up and takes her in his arms ...
almost breaking her in two.

HELMUT
I'm sorry, my love ... I'm so sorry ...
You're right! You're not anybody.
You're my wife and I love you, too ...
So very much I just have no one to fight
back at ... I'm lost and alone, I can't
handle the disgrace of failure ... the pain of
being a has-been is more than I can bear ...

Ada knows now what's happened.

ADA
Schmidt again? Gustav again?
When will you learn they
fear you and they know how
vulnerable you are now ...
if they can beat you down
then they needn't worry about
you coming back to haunt them.

HELMUT
They worry about me? Don't
be ridiculous ... they just took
the last comic bit away from me ...
because of a silly accident ...
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HELMUT
(continuing)
I'm now down at the bottom,
just a stooge assisting a
not-so-funny clown.

ADA
But they can't take your talent away ...
That's your strongest force!

Walking away from her, getting angry again ...

HELMUT
What the hell are you talking about?
What talent? And if I had any it's
being suffocated into nothing ...
And that's just what I am now ...
nothing ... No one ... just empty ...
a prop to be used and mis-used ...
how does my great talent
stand up to those odds?

ADA
By not quitting ... You must fight!
Creative survival is even more
difficult than human survival ...
You must fight!!!

Helmut gets quiet and listens, and it makes sense ... Ada knows she's got
him now.

ADA
(continuing)
Go to Schmidt ... Force a confrontation ...
Don't let Gustav win ...
make Schmidt see what an injustice
they are imposing on you ...
Please, my love, fight! Make your
world better by fighting for it ...
You can do it ... I know you can ...

Helmut hears it all and it sounds so good and right.

HELMUT
I will go now and see Schmidt ...
I will tell him I won't take any
more degradation ... I will tell him
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I am a “clown” not a stooge ...

HELMUT
(continuing)
A “clown” ... A special person ...
A special clown ...

Ada happily gets his hat.

ADA
(placing the hat on his head)
Go, my love ... Go and fight for what you
know is right ... I will warm your dinner
and wait for you to come home.

She kisses him, opens the door for him and he goes.

DISSOLVE TO:

INT. THE EMPTY CIRCUS - NIGHT

The low key light and the silence of the circus is almost ominous and a
little frightening for Helmut as he walks across the empty arena ... with a
small light burning from up high. All the equipment is tied off. Slight
ANIMAL SOUNDS in the deep background ... and the faintest SOUND of
circus music is heard. Helmut is now center of the main ring and stops
and looks around.

HIS POV - THE EMPTY STANDS

CLOSE SHOT - HELMUT

His face tense, then eases as he looks around.

HIS POV

The stands are full, the lights come up, and the audience is standing,
applauding thunderously!

MED. CLOSE - HELMUT

In his clown outfit bowing and acknowledging the ovation.

HIS POV - THE AUDIENCE

as they stop applauding and sit down.

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WIDE SHOT

Helmut -- the chair and the trombone --

THE TROMBONE PANTOMIME

As the completion of the “Trombone Pantomime” Helmut walks away from

the position he was in with the trombone and bows and milks the crowd
for reactions and as he bows the second time ... WE SHIMMER:

BACK TO:

CLOSE - HELMUT

In bowing position as he looks at the crowd.

HIS POV - THE EMPTY STANDS

CLOSE - HELMUT

His face shows signs of utter despair and dejection ... the dream is gone
and the memory of what was really hurts deep down. He looks around
making sure he hasn't been noticed by anyone and takes that deep sigh
and strolls towards the back of the circus tent area on his way to find
Schmidt.

WIDE ANGLE

TRUCK WITH HIM, HOLDING the many empty seats in the b.g. as he walks
... trying to muster up the courage he's going to have to call ... something
that has now become totally foreign to him.

HIGH SHOT - THE EMPTY CIRCUS

We see Helmut as the tiny figure he feels like, walking out of the tent area
and into the backstage section.

CUT TO:

BACKSTAGE OFFICE AREA - NIGHT

Helmut enters the section of the circus where Schmidt has his “Temp”
office quarters. It is a tent-like arrangement with the canvas flap as his
door and we see light streaming from the half open canvas flap.
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HIS POV - THE TENT OFFICE

Helmut looks and sees a shadow of a body moving around in the tent
office area and starts for it.

INT. TENT OFFICE - NIGHT

Schmidt pacing up and down ... thinking, as we PULL BACK to see Gustav
seated in one of the fold-up chairs with a “I am waiting” look on his face.

SCHMIDT
Naturally, I agree ... Doork is a nuisance,
but to just let him go seems a little unfair.

GUSTAV
Schmidt! Don't make me put it
on a “either him or me basis”.

SCHMIDT
All right ... all right ... I'll give him --

CUT TO:

OUTSIDE OFFICE TENT - HELMUT - NIGHT

listening.

SCHMIDT (v.o.)
-- his two weeks notice tomorrow.
Will that satisfy you?

GUSTAV (v.o.)
Perfectly!! Let's have a drink ...

Helmut drops his head, completely discouraged and saddened by what he

knows is a losing battle. As he starts to walk away we can HEAR the
tinkling of glasses and the slight laughter of the two men as we watch
Helmut slowly scuff his way towards the backstage circus exit, as we:

DISSOLVE (12-ft)

HOLDING his walk over his limp body at bar.

INT. THE BAR - NIGHT

Helmut has had more than a few and really looks beaten and shoddy -- he
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waves for the bartender to bring another.

CLAUSE
(pouring still another blast)
It's your funeral.

HELMUT
(not too clearly)
A funeral is usually in order
when someone dies.

Up to now, we have no idea, whatever, as to the time (in history) we are

indeed in Germany, but as Helmut downs another blast we SLOWLY CREEP
our CAMERA to include more of the bar than we have seen before and it
includes pictures, framed, of soldiers, arms interlocked (looking somewhat
like summer camp stills), the German flag (1933 vintage / crisscrossed
with the Swastika), a large banner marked “Deutchland” Ober Aliss ... and
finally, the larger han life photograph of “Hitler”. Helmut slowly CROSSES
CAMERA as he takes another drink and starts spouting again.

HELMUT
(continuing)
The trouble with man today is that he
takes everything for granted ...
he thinks things he's told to think ...
and accepts it! Just because we know
meanings of words we use them
and we fool ourselves ... people should
use the dictionary more ... look up words
like good ... bad ... honest ... loyal ...
especially loyal, I know what loyal
means, and I have always been that ...
... but does anyone care?
No! Of course not ...
Only when it is expedient ...
When it isn't ---
(he slashes his throat with his finger)
--- ZIPPPP! You're out!

Helmut stops with his BACK TO CAMERA looking straight at “Hitler” and
screams:

HELMUT
(continuing)
And that goes for you too ... Mine Fuhrer ...

He shoves his right arm up and out at the photograph of “Hitler”.

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HELMUT
(continuing)
... you, too, are a fool. You allow yourself
to think you have “loyal” followers ...
Ha! Wait until they've had it with you ...
You'll get yours ... all the smiling, bowing,
heel clicking idiots will shaft you too.
And you will deserve it because if
you allow people like Herr Schmidt
to got about his business of lying,
and cheating, and being disloyal,
one day all the Schmidts in Germany
will turn on you and you will finish as
the dumb little corporal you started
as, and never know what hit you ...

During the above dialogue, two S.S. men along with two Gestapo men
walk into the bar and sit at a table unseen by Helmut, and as they sit,
Helmut continues:

HELMUT
He really has to be stupid --
(indicating Hitler)
I could help him by telling him
about the people he thinks
are good Germans ... Ha!

The two S.S. men and the two Gestapo ment just happened to stop in the
pub, they can't really believe what they are hearing, and the two S.S. men
make a move to get up and secure Helmut. The head Gestapo man nods
to them to stay seated and wait and listen. Helmut continues his rave and
gets more violent as he goes on. Clause, the bartender, would love to tell
him the Germans are there, but chooses to go about his business.

Helmut is really getting the effects of the booze now and is bordering on
flipping his lid, completely.

(He does the stagger routine trying to get to the table on the other side of
the bar furthest away from where the S.S. men and Gestapo men are
sitting) ... We play this for visual humor, but at the same time showing
just how swacked he is!!! Helmut finally reaches the table he has been
trying desperately to get to and falls into it, exhausted and emotionally
drained. He looks around at the few people who have been watching him,
most of which are frightened at what he has said, trying vainly to stay out
of it. Helmut catches the eyes of the four men (S.S. and Gestapo) just
looking at him.
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HELMUT
(continuing; angrily)
What are you staring at? Didn't
you ever see a man drink before?

The four men just stare at him with no answer.

HELMUT
(continuing)
What's the matter? Haven't you
guys got a sense of humor?
You must have! Look how you're
dressed! Grown men in their
little soldier suits ... And the black
coats and gloves ... Like in a movie ...

Helmut gets up and walks over to their table ... mumbling, and staggering
as he goes ...

HELMUT
(continuing)
Real cloak and dagger stuff ...
Didn't you Gestapo guys ever know
that everybody can spot you a mile away?
(leaning over and whispering)
Listen, if you really wanted to be unnoticed ...
You should dress like plain people, then
nobody would know you ... You might
even wear straw hats and shorts ...
(he hears this and gets hysterical laughing)

HELMUT
(continuing)
Straw hats and shorts!! That's funny!
Now that's really funny, isn't it?
Straw hats and shorts!

They just stare!

HELMUT
(continuing)
Well, isn't that funny? Think of it ...
That's funny! Why don't you laugh?

HELMUT'S POV - THE S.S. AND GESTAPO MEN

They are really staring now, hard to believe their ears and eyes.
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HELMUT
(gets an idea)
I know why you're not laughing ...
Because things you hear, you have to
think about ... I'll show you something
that you'll laugh at because all
you'll have to do is watch ...

DIRECTOR'S MEMO!!!
(INSERT CHAPLIN FOOTAGE)

Helmut goes over to the bar, where a little man is standing drinking his
beer. Alongside of the beer is a small plate with crackers and brown jam.
Helmut takes a comb out of his pocket, dips it in the man's glass of beer,
combs his hair down over one eye, takes a finger full of the brown jam and
makes a shicklegruber mustache from it ... and turns on the four men
yelling:

HELMUT
(continuing)
Ve vill conquer the world ...
Heil me! Heil me! Heil me!

He screams the last “Heil” and collapses on the floor. The four men get up
and proceed to pick him up and carry him out of the bar. As they get to
the doorway and exit we STAY on ... Ada who has just arrived to see them
pick him up and carry him away. She is shocked. We STAY on a CLOSEUP
OF HER FACE showing the strain, pain and sadness as we:

DISSOLVE TO:

INT. LT. REICHER'S OFFICE - OUTER OFFICE - BERLIN GESTAPO

HEADQUARTERS - DAY

We OPEN on the shiny black boots swinging the door open in front of him
and as we PULL BACK we see Helmut seated in a slumped position on the
hard wood bench as we introduce the wearer of the black boots -- LT.
REICHER -- he enters his office as we go with him ... (Feather Edge Set) ...
he walks briskly to the desk where there are briefs and papers stacked
high on his desk ... he bellows, after looking at the top folder.

REICHER
STEINER !!!! Get in here!

A frightened and spineless like corporal springs into his office and clicks
his heels and screams.
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CORPORAL
Heil Hitler!
(shooting that stiff arm
out like on a spring!)

Reicher flips his wrist in answer to the heil, showing complete annoyance
at having to do it.

REICHER
Do I see what I think I see here?

The corporal leans over the desk, and in order to see puts his hand on the
desk to brace himself... Reicher smacks his arm, knocking his face flat on
the desk ... he stays there with his ass in the air, waiting for instructions.
Reicher leans down putting his nose right to the corporal's nose.

REICHER
Never put your hands on
my desk ... is that clear?

Still in the same position, the Corporal extends his arm for a heil Hitler,
which is virtually impossible in the position he is in.

CORPORAL
(meekly)
Yes sir!

REICHER
MOVE IT!!

The Corporal rises and stands stiffer than ever...

REICHER
(picking the folder up)
Now tell me, is this brief correct?
Is that prisoner, the drunk, the one
that impersonated the Fuehrer?

CORPORAL
Yes sir! It is!

Reicher paces behind his desk ... the Corporal still stiff at attention ...
waits and watches in mortal fear.

REICHER
(to himself)
I get all the weirdos ...
Alright, Corporal, send him in!
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The corporal clicks his heels, thrilled that he can go.

CORPORAL
Yes sir!!!!

He exits, and returns with Helmut and one more guard. Helmut stands in
the doorway, frightened and unsure, Reicher still pacing behind his desk
feels Helmut's presence ...

REICHER
Alright, come in, sit down!

Helmut walks to the chair in front of Reicher's desk ... The spineless
corporal moves towards the door ... turns ... and takes his position on the
opposite side of the door that the guard is standing at ...

Reicher picks up the folder again, fingers through it. As he looks through
the folder, he looks at Helmut and looks and fingers pages and the silence
and the anxiety is getting to Helmut as he sweats and waits.

Reicher is toying with him, and each time Reicher looks up the sick, little-
boy smile crosses Helmut's face, hoping to endear himself to this Prussian
pig!

Reicher finally sits down beside his desk in a chair that resembles a
throne. It is high and it looks down on Helmut.

(Props: This chair must be higher and taller than Helmut's chair ... or POV
shots diminishing Helmut seated there.)

OVER REICHER ON HELMUT

REICHER
(soft spoken)
Are you Helmut Doork?

HELMUT
(nervously)
Doork, yes sir, Helmut Doork!
I am he! Yes sir, that is correct, Doork!

REICHER
And are you a clown in the circus?
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HELMUT
(ego setting in and forgetting for a
moment his trouble and danger)
Not JUST A CLOWN!
I am Helmut Doork, Premier Clown!
I've clowned for the royal heads of
many of our finest countries, why
there were times when I had to...

REICHER
(breaking in)
That was years ago ... According
to these papers you are now
just a helper in the circus
with little or no importance!!

This stuns Helmut, his facade destroyed ... His face drops along with his
fear ...

HELMUT
(meekly)
Some things are only temporary ...
Lt. Reicher! Only yesterday, I
had calls from one of the great
circus owners in all of Europe ... he...

REICHER
(breaking in, strong and angry)
You are NOTHING!! You are a
HAS BEEN!! You WERE A CLOWN ...

REICHER
(continuing)
You are now a prisoner of the State
and that's not funny ... Can you make
something funny out of that, Clown?

Helmut sinks even lower in the over-stuffed chair, despair in his eyes and
a weight on his heart ... the truth slashing at his very being.

HELMUT
(softly)
No! Lt. Reicher, I can't make
anything funny from that thought ...

REICHER
It is no thought ... It is fact,
Clown, unquestionable fact!!
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REICHER
(continuing)
Now down to the issues at hand ...
Did you willfully and with malice attack
the State and impersonate the Fuhrer?

HELMUT (softly)
I was drunk! It was a mistake! I meant no
disrespect ... Sir ... Honestly, I was drunk and
not responsible for my actions and thoughts!
And my actions were subconscious!

REICHER (screaming)
Subconcious?? Meaning it was all motivated by
truth that came out under the influence of alcohol!

HELMUT (still softly)

I am a LOYAL German!

REICHER
And what kind of commendation would
you expect for being a loyal German?

HELMUT
I want nothing! But I'm more loyal
than most Germans I know ...

REICHER
Like who?

Helmut realizes this was the wrong thing to say ... he sweats ...

HELMUT
Ah, like ... er ...

REICHER
Names! Names!!! Who?

HELMUT
I don't know ...

REICHER
Sir!!!

HELMUT
I don't know, sir ...
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REICHER
But you said other Germans ... What
OTHER Germans ... Who are they?
Why aren't they loyal? Who?

HELMUT
(trying desperately to cop out)
I'm not responsible for what I say now ...

REICHER
Why? You're not drinking ... you said you
weren't responsible last night because
you were drunk! Are you drunk now?

HELMUT
No, sir!

REICHER
Then why are you not responsible now?

HELMUT
I don't know!!

REICHER
SIR!!!

HELMUT
I don't know -- sir !!!

REICHER
Why are you not responsible?
Why? Why? Why? Why?

On each attack of the word “why”, Reicher creeps up closer and closer to
Helmut, really intimidating him ... and the sound of his voice echoes and
becomes monotone and ominous ...

_________________________________________________________

THE NEXT TWO PAGES

OF THE SCRIPT

ARE MISSING FROM

THE ORIGINAL DRAFT

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_________________________________________________________
The corporal gets Reicher's point and marks his notebook, flips the cover
closed, snaps to attention as we:

DISSOLVE TO:

INT RAILWAY STATION - DAY

Ada walking as briskly as a woman can walk without running and then her
walk becomes a panic running, looking, sweating, and the look on her face
is evident that she is frightened and close to shock ... she gets to a train
gate where she sees the S.S. men pushing men through the gate to the
train ... she knows she is where she has to be ... she approaches one of the
S.S. men ...

ADA
Excuse me, sir, but I wonder if
you would help me ... you see ...

S.S. MAN
(very briskly)
No! Go away!

ADA
You don't understand ...

S.S. MAN
You don't understand ...
I said go away !!

Ada backs away from the gate, and stands to one side watching the
prisoners being moved from the back of the huge truck backed up to the
railway area ... she is looking through the iron bars (we SHOOT the bars
holding depth of field snugly so that the prisoners and the bars are in
sharp focus) ... we make QUICK CUTS between Ada and the prisoners
exiting the huge truck ... as we see the change of expression on Ada's face
we know she sees what she's been looking for ... Helmut ... he is walking
in a slow rhythm following a group of men who look equally as broken and
sad as he looks ... Ada yells through the bars ...

ADA
HELMUT !

Just as she yells, the voice of an S.S. Man drowns out her scream as he
yells...
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S.S. MAN
Move along ... you swine ... move ...
we haven't got all day ... move ...
move ... one-two-three-four --

His voice rings loudly in echo in the vast station it's as though he is timing
his yells to each scream of hers ... we see her mouth moving with the
SOUND of the S.S. Man's voice coming from it ... she is screaming
Helmut ... as the S.S. Man screams ...

S.S. MAN
Move it ... move it ... move ...
move ... hurry ... faster ... faster...

Helmut and the other men push ahead faster and faster ... with
INTERCUTS of Ada, tears streaming down her face ... with CUTS of Helmut
walking with his head down, embarrassed and shattered ...

MED. - ADA

We MOVE the CAMERA SLOWLY towards her, peering through the bars of
the huge gate ... and as we MOVE, we HEAR the doors of the train
slamming ... the whistle ... and the slow start of the locomotive moving
the train out of the station ... by the time we get to the (choker) of Ada ...
the train is almost out of listening range ... She drops her head, wipes her
eyes with her handkerchief, as we hear os. :

S.S. MAN
(the same one at the gate
who told her to go away)
Now I would be glad to help you,
Fraulein ... shall we start with
a drink? There is a lovely
little bar around the corner ...

During the above dialogue we see another S.S. Man closing and locking
the gate to the train platform ... She looks at this “Pig”, then down and up
as though she were examining a rare, never seen insect ... and then right
into his face ... and softly whispers:

ADA
Go away !!

She turns and slowly walks the long walk down the empty station corridor
as we
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DISSOLVE TO:
INT. THEIR APARTMENT - NIGHT

Ada is sitting at the kitchen table, the table is empty, the light is low and
we see the picture of a lonely heartbroken woman, she has a small bowl of
soup in front of her and the spoon in her hand is doing nothing more than
swirling the soup around in the bowl ... she can't eat, which is evident and
as she swirls the spoon around, we MOVE IN SLOWLY and into the bowl of
soup (choker) ... and HOLD on the spoon in the bowl as we

STRAIGHT CUT TO:

INT. CAMP MESS HALL - INSERT - BOWL OF SLOP - DAY

We see wooden spoon doing exactly what Ada was doing, just swirling the
spoon around in what looks like dirty water with a carrot in it, the bowl is
chopped and cracked, the spoon is old and almost white from use ... the
handle still retains its wooden look ... as we PULL BACK we see Helmut is
swirling the spoon in the slop ... behind him is a Guard just watching his
actions ... after a beat, the Guard taps Helmut on the shoulder ...

GUARD
Tsk! tsk! tsk! shame on you,
Doork ... shame ... don't you want
to grow big and strong like me?

Helmut knows he's in trouble and just waits indifferently for the fireworks
to start ...

GUARD
We must eat our food! Do we
want Uncle to feed the little man?

The guard pulls the man next to Helmut out of his seat and practically
throws him to the floor to make room for himself to sit down next to
Helmut which he does ... he half turns his body towards Helmut and turns
Helmut around in the same fashion so they are almost facing one another.
The Guard takes the wooden spoon and fills it with the soup and proceeds
to feed Helmut ... he stuffs the spoonful of soup into his mouth ... and
Helmut takes and swallows ... then the Guard takes another spoonful and
makes believe he is blowing it (like a mother blows the hot soup not to
burn the baby's mouth) ... and forces the spoonful into Helmut's mouth.

GUARD
(continuing to feed him as he
puts the spoon in his mouth)
And now one for Aunt Ada ...
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As the Guard uses the name Ada, Helmut bites down on the spoon and
won't let it go ... but if looks could kill ... he stares at the Guard with
hate...

GUARD
(pulling the spoon)
Let go, Doork, let go ... it's the soup
that makes us big and strong ...
not the spoon ... LET IT GO!

Helmut still holds it clenched in his teeth, and the Guard smacks his face
full force. Helmut lets it go ... and holds his face, embarrassed and
humiliated as any many would be ...

GUARD
(continuing)
Now let's try it again ...

He fills the spoon and sticks it toward Helmut's mouth, but Helmut
clenches his teeth keeping his mouth shut.

GUARD
I said let's try it again ...

He shoves the spoon into his lips, as the soup drips all over the front of
Helmut's shirt. The Guard uses the spoon to clean the front of his shirt
and forces the liquid he took from the shirt front into Helmut's mouth ...
Some of the men at the table and surrounding tables feel for Helmut,
others think it's funny ... they laugh quietly.

GUARD
Oh, I know why you're unhappy ...
soup without bread is terrible ...

The Guard takes the large loaf of brown bread and rips a huge piece out of
the center of the loaf and proceeds to stuff Helmut's mouth with bread,
until he looks like his cheeks are eight times their normal size.

GUARD
Isn't that better?
Now take some soup ...

He pushes a spoonful of soup into his mouth which is so full, nothing can
get in ... consequently the bread spills out, the soup spills out ... and he is
a mess ... (We play this scene for plot value, but it will work comically as
well.)
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HELMUT
I've had enough, thank you ...
No more, please ...

The Guard just stares at him ...

HELMUT
Please!

GUARD
I'm surprised at you, Doork, you've been
here two years now, you should have
learned we, of the Third Reich, never
acknowledge the weak, sniveling, begging
of you swine ... that's all you're good for ...
begging ... pleading ... praying ... you're a
disgrace to the human race. That's why we of
the superior race must do away with all of you ...

The guard turns to the other men at the table, and goes into one of his
mentally unbalanced tirades ...

GUARD
And we will! We will! Do away with all of you.
You're worthless pigs ... with no courage,
no guts, why if anyone did to me what
I just did to Doork I would kill him!
(turning to Helmut)
Why don't you kill me, Doork? Go on ...
kill me ... kill me ... take the knife
from the table and kill me ...

Helmut looks at the knife on the table, picks it up, holds it in stabbing
style, thinks about it ... and we know by his look, he would love to ...

HELMUT
(with knife in hand)
I would kill you ... but I am getting my
release any day now ... and I won't do
anything that would spoil my chances ...

Helmut digs the knife into the table top and buries his head in his hands ...
totally shook from the encounter ...

GUARD
Your release?

He begins to laugh, but hysterically.

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GUARD
Release? They told me you were
funny ... but I never realized just
how funny you are ... RELEASE ????

And the hysterical laughter really echoes throughout the mess hall as the
Guard makes his way towards the exit. The men at the table slowly get up
and exit the scene, as do the others at the surrounding tables ... leaving
Helmut just sitting there ... we PULL BACK to reveal the empty mess hall,
and the lonely sad body of Helmut, as he looks around realizing he's alone,
gets up and slowly creeps out of the hall like a puppy with his tail between
his legs .. as we

DISSOLVE TO:

EXT. PRISON YARD - FULL SHOT - DAY

There are two rows of prisoners quarters, wooden buildings, weather

beaten each row consists of about a dozen barracks each ... joined at the
ends, farthest from the CAMERA by the administration building, a two
story type making a “U” shape of the compound ... The entire yard is
surrounded by two high wire fences about ten yards apart and fifteen feet
high. At intervals of about twenty-five yards, in the area between the
fences, are the guard towers, each about eighteen feet above the ground
equipped with searchlights, sirens, machine guns, with three Guards on
duty. Along outer fence, also about twenty-five yards apart, other
powerful lighting equipment mounted on high poles.

It is morning and although the sun shines brightly it doesn't in any way
alter the drabness of the compound ... nor does it help change the look of
the men ...

There are about three hundred men milling about, some still chewing
what was their breakfast, some pulling brown bread from their shirt fronts
and exchanging bread for cigarettes or just making deals, one with
another ... some sit along the barracks walls trying to get some sun ...
others walking in circles ... some talking, laughing, even playing cards ...
doing whatever they can to kill time ...

PAN the entire camp. At completion of the long PAN introducing the
prison camp, we pick up the sixtyish JOHANN KELTNER (formally
ANDERLICH), a warm, sensitive looking greying man, thin but with a
dignity and a serenity about him ... He walks briskly (and we know he'd
love to walk slowly and tiredly, but we can see he knows his attitude and
conduct will help those that can't help themselves...)
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His face tells us he is good, kind and the reason men want to live, he is
special and he smiles at all those he passes, greets the men and is
generally what man wishes he could be under the same circumstances ...

He walks into the building, which we learn is the barracks ...

INT. BARRACKS - DAY

The barracks are empty ... Keltner enters the huge room and looks around
and sees Helmut at the other end of the barracks just walking back and
forth like a caged lion ... angry, hurt, sad, and generally out of sorts ... he
can't even hear Keltner approaching him ... he finally stops at the back
wall of the barracks and lays his head against the barracks wall ...

HELMUT
(not aware Keltner
is behind him)
Dear God, please hear me!

KELTNER
He hears you, my son ...

Helmut jumps, scared ... throwing his back against the wall, like a man
who fears being attacked at any time ...

KELTNER
(sympathetically)
Here, here, easy, you
can't do this to yourself ...

HELMUT
You frightened me, Johann, I'm sorry ...

KELTNER
(softly)
You have nothing to be sorry for ...
Fear isn't something controlled by man ...
fear can not be conferred with ... there
isn't anyway known to mankind where
man can say to himself ... “I will not be
afraid” ... Oh, certainly man can try to fight
it ... but faith and believing are man's only
chance ... You must have faith ... you must!

HELMUT
I have faith ... but not always ...
sometimes it eludes me ...
I can't remember to remember it.
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KELTNER
But that's natural ... you can't expect
to be perfect in what you try to do ...

HELMUT
I don't know ...

He starts pacing again.

KELTNER
I heard what happened at breakfast
this morning with ROTHMAN, the guard ...
Helmut spins around, frightened again ...

HELMUT
Will they do something to me?
What have you heard?

KELTNER
(putting his arm around him)
Nothing, absolutely nothing ... don't worry
about it ... I just wanted you to know that
I believe you handled yourself admirably ...

HELMUT
That was one time I didn't care for the laughs
I was getting from some of the men ...

KELTNER
Of course you didn't ... but I'm sure you know
man laughs for two reasons ... one because
something is funny ... two, because they
fear showing fear ... they laughed because
“there but for the grace of God go I!”

HELMUT
Do you really think so?

KELTNER
I'm certain of it!

Helmut smiles and takes Johann's hand, tenderly, and warmly:

HELMUT
Thank you, Johann. I always feel
so much better after you talk to me ...
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KELTNER
I'm glad, Helmut, I'm very glad ... you know
you can always talk to me, about anything ...

HELMUT
(remembering)
Oh! I almost forgot ...

Helmut puts Johann around the back of the barrack area near the wall out
of sight of anyone coming in ...

HELMUT
Before breakfast this morning, I spoke to
one of the guards, a very intelligent one,
and he seems quite nice and friendly too.
Well, he said that the Gestapo has set up
a special review board to handle cases just
like mine. And he said he would get me a
form, a special form. Just been printed up.
And I'm to fill it out. Isn't that good?

Keltner looking at him, like a child that believes in the boogie man:

KELTNER
How many times since you've been
here, have you filled out forms?
Twenty? Thirty times??

HELMUT
(in fast)
But this is different. It's entirely new.

Helmut takes out a set of papers from his back pocket to show Keltner.

HELMUT
See? These are made up by the
Gestapo itself ... and the form will go
directly to Berlin, to Gestapo headquarters.
That's the important thing about this ... the
Gestapo's in on it. That's a very good sign.
(a beat)
Isn't it a good sign?

KELTNER
(sympathetically)
Yes, my son, it is a good sign.
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HELMUT
(in fast, excited; scanning the papers)
And I have to be very careful of
everything I put down on the form.
The tiniest detail could make
the difference. Don't you agree?

Helmut looks up and notices Johann is looking up towards the ceiling of

the barracks ... watching something ... Helmut looks up, too.

THEIR POV - THE BIRDS

Up and under the eaves of the barrack just above their heads, two small
birds are perched (apparently they flew in from outside and decided to
nest there).

BACK TO HELMUT AND KELTNER - TWO SHOT

KELTNER
Isn't it strange? They are free
to go anywhere they want,
and they come here to nest.

Helmut doesn't react to Keltner's dialogue, but goes back to his creased
and soiled papers that he's read a thousand times before, and reads them
again ... as he reads ... Keltner takes a piece of brown bread from his shirt
pocket and crumbles it and throws the crumbs up to the little birds ...

HIS POV - THE BIRDS

They scramble to chew the crumbs, and they do ...

DOWN SHOT - KELTNER

watching. Johann just watches, smiling at the birds, turns and looks to
see if Helmut is watching, too ...

HELMUT - CLOSE

Intense at scanning through the papers and totally oblivious to Keltner

and the birds ...

KELTNER - CLOSE

KELTNER (softly)
Watch the birds eat,
Helmut ... it's so cute ...
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HELMUT
I'm sure I've got everything here ...
The important facts from the moment
I was arrested, the questions the
Gestapo officer asked me ... now what
was his name again? I can't seem
to remember what his name was ...

KELTNER
HELMUT ...

HELMUT
What the devil was his name?

KELTNER (louder)
HELMUT !

HELMUT
(coming out of it)
Oh, yes, Johann ... I'm
sorry ... you were saying?

KELTNER
You're not a religious man,
are you, Helmut?

HELMUT
(thinking about it)
Well, I ... ah ...

KELTNER
Not sure I am myself anymore.

Helmut quite surprised by this remark.

KELTNER
Yet ... when I see those birds, I wonder ...
were they sent here to let us know
this place really isn't God forsaken?

HELMUT
He should have sent them elsewhere ...
they could be eaten here!

Helmut goes back to studying his papers, Keltner ponders Helmut's

remark, looks backup at the birds ... his face full of compassion, as we:

DISSOLVE TO:
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INT. BARRACKS - NIGHT (DUSK)

We now see the Barracks completely (SHOOTING from flat on), the
wooden bunks are housed in a low wooden building with eight two tier
bunks on each side. A group of men are clustered around Keltner's bunk.
Here we meet: ADOLF, a large, once powerful man, in his mid thirties.
LUDWIG, once a fairly prosperous businessman before his politics landed
him in prison, is older, and his bitterness is written all over his face.
FRANZ, is the youngest. He is a sensitive looing twenty five year old, more
than likely the “rebel” type of the 1930s. Helmut is in his upper bunk over
Keltner writing on an old piece of paper with a scruffy pencil, which he
bites to make a point of, and wets with his tongue like any fat butcher
selling liverwurst and marking the price on a brown paper bag ... (i.e.
Brooklyn, circa 1928).

We TRUCK the CAMERA down the long barrack to include the other men
doing their things. A couple of men are getting ready for a card game ...
several others are comparing clothing, mending and helping one another,
a couple play chess. A few are sleeping, but for the most part, most of the
men lay in their bunks staring at the ceiling ... The floors are spotless ...
suffice to say they better be ... the walls have nothing hanging but a few
socks drying ... a torn calendar, wrong year, etc.

CLOSE - KELTNER GROUP

Johann sits with his back to CAMERA ... at the edge of his bunk, leaving
room on his bunk for Adolph, Ludwig, Franz.

He is showing something to them that we cannot see. Keltner's body

covers whatever it is that the three men are gawking at, facing CAMERA ...
and they are indeed gawking with delight and admiration.

LUDWIG
(seriously)
I think we should eat it!

KELTNER
Not on your life ...
(catching himself)
Er, that is ... I wouldn't ...

FRANZ
Put it somewhere so it can
brighten up the place.
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LUDWIG
(sourly)
It would take a hell of a lot more
than that to brighten up this place.

ADOLF
It'll be better than looking
at your long face.

Chuckling, Keltner rises. We BOOM UP with him, and as his head comes
up over the top of the bottom bunk ... he holds out the object for Helmut
to see ... It is a potato, a sorry looking spud ... that Keltner has put in a
small can of water and is beginning to sprout two sick-looking shoots.

KELTNER
(to Helmut)
Do you see the way it's sprouting ...
I told you it wasn't completely rotten.

HELMUT
(his mind on his thing)
That's nice, Johann. Do you remember
when I filled out those last forms?
The date might be important.

KELTNER
(almost annoyed)
About four weeks ago, I think.

LOOSER SHOT

As Keltner walks away from Helmut's bunk.

KELTNER
I'll put it up here on the window
sill, it'll get the morning sun.

He reaches the window and starts to reach up, to place the potato on the
sill ... a hand shoots out holding the hand of Keltner ...

STOUT PRISONER
Think you can trust your potato
so close to me, Reverend?

LUDWIG
The potato he TRUSTS ...
it's you he doesn't trust!
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All the men laugh, including the “stout prisoner” who laughs the loudest ...
Keltner hands the stout prisoner the potato, who in turn takes same and
places it gently on the window sill just adjacent to his bunk ... after
placing it on the sill, he gestures ala the trapeze artist after making a
super truck, looking for applause ... Keltner pats his leg in a gesture of
“thank you”. He starts back towards his bunk when the front door of the
barracks flings open and the Guard enters.

GUARD
ATTENTION !

The men jump, but quickly, to their feet, and stand at attention at the
front of their bunks, ala inspection in the army. They are rigid and waiting
to hear what's up. The Guard takes a few steps into the barracks ...
behind him we see several prisoners carrying bunks waiting to enter the
barracks.

GUARD
All the prisoners from the other side of the camp
are being moved over to this side of the camp
over to this side of the camp. Barracks “H”
will make room for three additional bunks.

He takes a few steps down the aisle ...

GUARD
I want all the bunks moved down
toward the far end. Get them
as close together as possible.
Now! GET MOVING!

LONG SHOT

The men scramble back to their own bunks and immediately begin pulling,
shoving, and grumbling comments about being too overcrowded as it is ...

THE MEN
(ad lib)
Gotta have more room ...
We need more space ...
Hey, watch where you're
going. This is stupid!

GUARD
(yelling)
YOU! You down there at the end ...
get those bunks right up against the wall.
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CLOSE - HELMUT AND KELTNER

As bunks are moved towards the far end of the barracks, Keltner and
Helmut prepare to move their bunks, the last ones on their side. Helmut
and Adolf, who have already made their move, come up to Keltner to help
him with his bunk ... Helmut sees that Keltner has help so he decides to
back off and hide in his little corner with his pencil and scrap of paper ...
totally involved with his own pain and his undying fantasy about his
ultimate release ...

WIDER SHOT - THE ENTIRE BARRACKS

The guard looks down the barracks as the men just about finish the
moving job ...

GUARD
Hurry it up! Come on, get moving!

The guard turns towards the door and motions for the SIX PRISONERS to
enter the barracks ... they enter by pairs, each pair carrying a double-tier
bunk.

Their personal belongings are piled on the bunks and slung over their
shoulders in sacks (barracks bags) ... the Guard motions for the two bunks
to be placed next to Helmut's and one on the opposite side ... next to the
Stout Prisoner ... NOTE: This arrangement leaves space for one additional
bunk right by the door.

The guard motions for the Stout Prisoner and Herman to give the new
arrivals a hand with the placement of their bunks.

GUARD
Get them close.
(he looks around the barracks)
You're all going to be nice
and cozy in here.

STOUT PRISONER
(in a loud voice)
Yeah, like triplets before they are born
to a mother weighing 98 pounds ...

HERMAN
That's what I call cozy!

The guard smiles, and all the men laugh ...

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ANOTHER ANGLE

The guard starts for the door, satisfied with the arrangements ... as he
gets the door open, Helmut runs over to catch him before he makes his
exit ...

HELMUT
(anxiously)
Excuse me, sir, the papers ...
Did they arrive yet?

GUARD
(annoyed)
They'll have to wait!

He exits, closing the door behind him. Helmut, with a look of despair on
his face, goes back to his bunk.

MED. SHOT - HELMUT AND KELTNER

HELMUT
You'd think, since he was coming
over here anyway, the least he could
do was bring the papers with him.

KELTNER
This moving men around has undoubtedly kept
him very busy ... don't worry, he'll bring them.

HELMUT
I'm sure if I asked him again he'd
really become annoyed with me.
Would you remind him for me, please?

KELTNER
(kindly)
Of course I will.

Helmut climbs up to his bunk and goes back to his precious paper work.

WIDER ANGLE

As the new prisoners make up their bunks and arrange their belongings,
the regulars of Barracks H, among them Adolf, Ludwig, Herman and Franz,
begin moving towards them to meet them. Keltner turns to the new
white-haired prisoner whose bunk is directly next to his.
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KELTNER
I've seen you around the yard, but the others ...

WHITE-HAIRED MAN
About thirty of them got here yesterday
from the prison outside of Frankfurt.

1ST NEW PRISONER

(who occupies the bunk above
the white-haired prisoner)
For the last three months we've been
shuttled from one camp to another.

2ND NEW PRISONER

(his bunk is the lower bunk
on the direct opposite side)
Now they're shuffling us from one side to
another. I think they're trying to lose us.

HERMAN
Do you think they're
bringing in war prisoners?

LUDWIG
I don't know why they're sending them
here ... we're overcrowded as it is.

KELTNER
No, no ... it's got to be something else ...
Otherwise they would have left the bunks.

ADOLF
It could be possible that he is fixing up
the barracks for some of his lady friends.

KELTNER
That many women?

HERMAN
(standing at attention)
Reverend, we Germans are SUPERMEN !

All the men break out in laughter at Herman's comment and his actions ...
but the laughter is cut short as they HEAR the door open again, and they
all look in that direction.
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ANOTHER ANGLE

SHOOTING OVER the men onto the door, entering is the same guard that
was just there ... this time he enters with two more prisoners carrying
their bunks. One of them is JOSEF GALT, a burly bully like man, who
knows all the tricks of survival, and ERNST UHLMANN, a think little man
with a face like a weasel ... they follow the Guard into the barracks proper.

GUARD
ATTENTION !

The men quickly snap to attention. The guard indicates for Galt and
Uhlmann to put the bunk in the space right by the door.

GALT
We might as well be outside.

UHLMANN
If I get pneumonia, I'll hold
the government responsible!

GUARD
With a little luck, you'll both
get pneumonia!

The guard turns and moves towards the door, stops, and turns to see all is
well, and exits the door, closing it behind him.

Galt sits on the lower bunk as Uhlmann sprints up to the upper bunk and
looks towards the original men, who are just standing around watching
the two new “fish” ... then men sense trouble and slowly and quietly
return to their own bunks .. some of the other men just stare at the two
new prisoners ...

UHLMANN
(sitting on his bunk)
It's sure quiet in here ...

WIDER ANGLE

Uhlmann in his surveying the barracks spots the potato plant on the
window sill ... next to the Stout Prisoner's bunk ... he jumps from his bunk
and runs over towards the plant ... he takes it from the window sill and
yells over to Galt ...

UHLMANN
Hey, Galt! Come over and look at this!
GALT
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(coming over to Uhlmann)

What is it?

UHLMANN
Ain't it cute?

GALT
It's a God damn posie!

He and Uhlmann burst into laughter ...

UHLMANN
Looks kinda sick, doesn't it?

GALT
(examining it)
It's one of them potato things ...
and it sure as hell is sick!

UHLMANN
Maybe we should put it out of its misery.

GALT
No, we don't want to do that ...
we might break someone's heart.

He looks around at the other prisoners.

GALT
Whose little plant is this?

The stout prisoner gets up from his bunk and starts to move forward and
challenge Galt ... but Keltner jumps from his bunk and gets to Galt first.

KELTNER
(with deep conviction)
The plant is MINE!

GALT
Is it now? Tell me precious ... do you knit, too?

KELTNER
If necessary, I can ... and I do !

This brings a ripple of laughter from the others ... particularly the new
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prisoners who are delighted at seeing someone stand up to Galt for a

change ... Galt with a sneer on his face steps out into the aisle to face
Keltner square on!

GALT
(to Uhlmann)
What do you think of that,
Uhlmann ... he knits!

UHLMANN
Now, if he could just cook ...

Galt and Uhlmann laugh, but they are the only ones that do ...

GALT
(coming out of the laugh)
Can you cook, sweetheart?

Keltner knows damn well he can't fight the brute, yet he realizes that if he
steps down, life not only for him, but for the others in the barracks will be
intolerable under Galt's bully rule. (During the following dialogue, Adolf,
Franz, Ludwig, Herman and the Stout Prisoner ... easy up a little closer to
Keltner and Galt.)

KELTNER
If necessary, I can cook, yes! Now,
if you don't mind, I'll take that plant!

He holds out his hand ... Galt, wearing a deceptive smile, eyes the older
man ...

GALT
Alright, old man, you really want it?

He raises his arm over his head with the plant in that hand.

GALT
Go get it!!

CLOSE - KELTNER

He looks past Galt at Helmut who is sitting up on his bunk ...

CLOSER - KELTNER

He looks at Helmut. His eyes try to encourage Helmut to do something,

say something, do anything to show that he is on Keltner's side.
CLOSE - HELMUT
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He sits up on his bunk, and wants nothing to do with the bully and his
pranks ... so he goes back to studying his papers and looks up again to
catch Keltner's look of disappointment, and as Keltner turns away from
Helmut ... Helmut realizes he should do something to show Keltner he,
indeed, cares ... he jumps down from his bunk and grabs Galt by the arm
and turns him around ... they are now face to face ...

HELMUT
Why don't you pick on
someone your own size ...

GALT
(shocked, but pleased that he
finally got a rise out of someone)
What?

HELMUT
(firmly)
You heard me! Give him his plant
back, and leave him alone ...

HELMUT
He didn't bother you ... and if you
have to show your muscle, there's
plenty of other guys to pick on!

GALT
You're my size!

... and with this, Galt smacks Helmut a shot across the mouth that sends
him spilling into the corner, half knocked unconcious ... he lays there with
blood flowing from his mouth ... Keltner leaves Galt and runs to the corner
to see if Helmut is okay. Galt follows him ... Keltner is leaning down
checking Helmut ... as Galt bends down next to the two of them ... still
holding the plant.

GALT
He's alright ... that'll teach him to keep his
nose out of my business ... here's your plant!

Galt makes like he's handing the plant to Keltner, who reaches for it, and
as he does Galt slowly stands up making Keltner reach and reach and
reach ... and as Keltner gets closer and closer, Galt stands to his fullest
height .. making it literally impossible for Keltner to get it ... Franz,
Ludwig, Adolf, Herman and the Stout Prisoner (more than likely provoked
by Helmut's stand, now circle Galt) ...
GALT
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(still holding the plant up high)

Go on, little man, reach for it!

Keltner, torn between seeing that Helmut is alright, and getting his plant
back, tries to get it, and still looks to see that Helmut isn't hurt too bad ...

HERMAN
(in a low menacing voice)
Give it to him!

Galt looks at him with a menacing stare ...

ADOLF
You heard him ... give it to him!

FRANZ
You've had your fun ... give it to him ... NOW!

STOUT PRISONER
(closing in on Galt)
RIGHT NOW!!

Galt realizes this is no time for a showdown ... and with a childlike smile ...
grits his teeth ...

GALT
Sure, here's your stupid flower
or whatever you call it ...

Keltner takes it from him.

KELTNER
Thank you ...

Keltner leans down and picks Helmut up and walks him to his bunk, helps
him onto it, and puts the plant on his own bunk ...

ANOTHER ANGLE

The four men: Ludwig, Adolf, Franz and Herman stay with Galt, as does
the Stout Prisoner ... They are clustered around Galt.

GALT
What's the matter with you guys?
Can't you take a joke?

ADOLF
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What joke?

GALT
Hell, all I was doing was trying
to have a little fun.

LUDWIG
Have it with someone else!

GALT
What's so special about him?

ADOLF
That's the Reverend. Even when they
came and dragged him from his church ...
he kept right on preaching against them
until they knocked him unconscious.

Galt is silent for a beat.

GALT
Well, how the hell was I supposed to know?

HERMAN
NOW you know!

Galt shoves his way through the five men and walks beaten, for the
moment, to his own bunk ... as the men disperse and walk back to their
respective bunks ...

CLOSE - GALT AND UHLMANN

Galt walks over and sits at the edge of his bunk, while Uhlmann swings his
legs back and forth from his perched position on the top of his bunk ...
Galt gives him a stare ...

GALT
You and your posies ...

UHLMANN
That was close ...

GALT
Where were you when I need you?

UHLMANN
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I make love, not war!

(goes giggly over what he just said)
Hey, that's pretty good ... I made
that up ... Make love, not war!
I bet that would make a
good slogan someday ...

GALT
Aw, shut up!

And he smacks his legs up and onto the bunk.

TWO SHOT - KELTNER AND HELMUT

Keltner with a wet towel in his hand cleaning the blood-dripping mouth of
Helmut ...

KELTNER
That was really very nice of you, Helmut ...

HELMUT
Yeah, nice and STUPID!

Helmut grabs the towel and throws it to the floor and turns on his side
away from Keltner. Keltner bends down, gets the towel, sits on the edge
of his bunk ... looks up, wonders and ponders Helmut as we

DISSOLVE TO:

EXT. BARRACKS H - NIGHT

The door to Barracks H slowly opens and Helmut peeks through the
opening to see that all is clear ... he slips out and walks along the dark,
dreary alleyway towards the Guard's shack ... he moves like a prisoner
trying to miss the spotlights in a jail break ...

ANOTHER ANGLE

Helmut gets to the Guards hut ... he looks into the window, and sees the
Guard he wants ... sitting at his desk eating off a tray that has a meal fit
for a king on it ... including the “doilies” ... wine, and a steak that would
satisfy six men in Barracks H ... Helmut looks around to be sure no one
notices him and slowly slips up to the front door of the shack and knocks
on the door ...

INT. GUARD'S SHACK - NIGHT

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GUARD
(annoyed at being bothered)
Come in!

The meek and frightened Helmut enters the shack and walks over to the
Guard's desk, and his eyes go immediately to the tray of food. While the
Guard just stares at him ... somewhat shocked at his presence in the
shack.

GUARD
(breaking the silence)
What the hell are you doing here?
Who gave you permission
to leave your quarters?

Helmut tries to talk as the guard gets louder and louder.

GUARD
Are you some kind of privileged character?

Helmut nods no...

GUARD
Then what are you doing out of the barracks?

The frustration of not being able to answer, and the frustrations of being
hungry ... and the child-like treatment Helmut is getting from this Pig
becomes emotionally too much ... as he screams ...

HELMUT
(turning red)
If you'll shut your stupid mouth maybe
I can answer one of your questions!

The Guard looks at Helmut in disbelief ... but at the same time a little
delighted at this chance to show his German superiority ... as he slowly
gets up from behind the desk and crosses to Helmut, with a sneer that
would frighten Rommel ...

GUARD
(nose to nose with Helmut)
I have a STUPID MOUTH?

Helmut backs away towards the door, and the Guard moves closer and
closer to him ... backing him up against the door.

HELMUT
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(meekly)
I'm sorry, I didn't mean
to raise my voice ...

He bows his head in fear, as well as concern for what he might have done
to his chances of release.

GUARD
The volume of your voice isn't the
issue ... it's what comes out of your mouth
that disturbs me ... maybe you need a
little lesson in respect and courtesy ...

... and he smacks Helmut across the face with his black glove ...

GUARD
... and maybe I've been a little too soft with you ...

He smacks him again, harder ... the glove now feels like a sword to Helmut
... and his hands hang limp down by his sides.

GUARD
You see, Doork, I knew why you came in here ...
I knew why you left your barracks without
permission ... It's just that I hadn't heard you
mention your release papers for so long I had
hoped I could hear you begging once more ...

HELMUT
(in a whisper)
I'm sorry ...

GUARD
(mimicking him)
I'm sorry, I'm sorry ... You're a sorry specimen
of a human being ... that's what you are ...

And he smacks him this time with all the force he can muster ...

GUARD
Now, I will help you to your quarters, Herr Doork,
here you will stay, and pray for release papers
that may, or may not, ever come ...

This wakes Helmut's soul and he becomes erect and stonefaced at the
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words the guards just said ... this look infuriates the guard even more ...
he grabs Helmut by the scruff of the neck ... like grabbing a wet cat to be
thrown out of the house ... and he opens the door and pulls Helmut by the
back of the office ... out the door, down the three steps and onto the
ground ... and pulls him like a sack of potatoes to the barracks doorway ...

EXT. BARRACKS H - DOORWAY - NIGHT

Helmut is just about beaten at this point as the guard opens the door of
the barracks and pulls Helmut into the doorway, and his body stops on the
threshold.

INT. BARRACKS H - NIGHT

SHOOTING OVER the men onto the doorway ... in the deep b.g. the sad
body and figure of the man lays in the doorway, as the Guard kicks him in
the ribs, unmercifully ...

GUARD
Now, get inside where you belong
and don't ever let me catch you doing
anything without permission again.

Helmut slowly gets up ... in pain and practically crawls to his bunk ...
having to pass all the men, almost as though he were ashamed ... he gets
to his bunk, and tries vainly to get up to the top where he lives ... Keltner
helps him ... and as he settles in his place ...

CLOSE - THE GUARD

GUARD
(yelling across the barracks)
Reverend! If you don't watch that idiot,
we may have to get him a keeper!

The guard storms out the door ... slamming it shut.

CLOSE - KELTNER AND HELMUT

Keltner leaning over the side of Helmut's bunk whispering ... as the other
men go back to their respective chores and whatever they were doing
when the guard stormed in ...

KELTNER
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Helmut, Helmut, how could you think of doing

such a thing? I begged you not to irritate him ...
and that I would ask him about your papers ...
that wasn't smart, Helmut ... not smart at all ...
as a matter of fact ...

HELMUT
(gritting his teeth)
Leave me alone! ... and mind your
own business ... Just leave me be ...

Keltner knows this is nothing more than Helmut's dismay and pain in his
heart talking ... The kindly man drops down to his own bunk ... just
shaking his head ... as if to say, how can I help him? as we:

DISSOLVE TO:

EXT. BARRACKS H - DAY

The same Guard is motioning for the men to hurry and get outside ... he is
standing at the doorway to the barracks and the men are moving out into
the ice cold morning as briskly as they can ... the Guard moves inside after
the last man has made his exit ...

INT. BARRACKS - DAY

SHOOTING OVER the Guard as he looks around, we see Keltner coming

out of the toilet area, rushing because he's late ... he throws his towel on
his bunk, and as he does ... he sees what stops him in his tracks ...

KELTNER'S POV

It is Helmut still sound asleep in his bunk ...

ANOTHER ANGLE

Keltner moves towards Helmut to wake him ...

GUARD
(in a sotto voice)
Reverend, let him sleep ... you
move out, I'll take care of this ...

Keltner reluctantly starts to move out towards the front door, as the
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Guard passes him on his way to Helmut's bunk ... Keltner goes out the
door ... the Guard sneaks over towards the bunk where Helmut is asleep
and very sneakily slips the cover off Helmut's body ... then proceeds to
open the window above his head and the window alongside ... and across
the way and opens the back door ... which is adjacent to the toilet area ...
and walks out of the barracks leaving the front door wide open ...

EXT. BARRACKS H - DAY

All the men are lined up for inspection, they are all looking straight ahead
as the Guard walks down the line.

All except Keltner who can't help but look in the direction of the barracks
where he knows Helmut is still sleeping. He throws a glance at the guard
as if to say ... why? Why are you doing this? Why did he leave Helmut
sleeping, usually the one thing that would send the guard up a wall ... why
is he allowing this to happen?

GUARD
(as he finishes his walk)
You are a sick looking group of things ...
I can't even call you human ... because
you're not ... you're all lice ... DISMISSED!

The men break up and go about their business, they move in all directions,
but Keltner starts for the doorway to the barracks and is detoured by the
guard who knew he would, as he stands in the way of Keltner who has to
turn away and go about his business ... the Guard peeks into the barracks.

INT. BARRACKS - GUARD'S POV - DAY

Helmut still sleeping...

EXT. BARRACKS - CLOSE - GUARD - DAY

He is delighted ... he grabs the door and slams it shut with a bang that
would wake the dead ... then opens it again and walks off ...

INT. BARRACKS - CLOSE - HELMUT - DAY

He jumps from out of his hard sleep ... foggy and unsure about where he
is, what time it is and he looks around and sees the barracks are empty ...
and he panics ... but he is also shivering ... the barracks feel like the inside
of a meat truck refrigerated somewhat below zero ...

Helmut grabs his pants from the front of his bunk, pulls the cover over him
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and tries to get the pants on under the cover ... It is cold!
(Photographically, we can show “cold” ... Props: vapor/smoke.)

He gets his pants on and jumps down onto the cold floor and dances from
the ice-like floor, he bends down looking for his socks and shoes ... he
wears just a tee-shirt ...

Having trouble finding both shoes, he grabs the blanket again and covers
himself with it, while searching for the other shoe ...

He finds the other shoe and proceeds to put them on ... takes a beat and
sees he has no socks on ... reaches under the bank and pulls out the pair
of socks ... which stand straight up (from the cold) ... he holds them in the
air, and drops one at a time and they sound like “pans” hitting the floor ...
he takes one and blows warm air from his mouth into the socks, one at a
time, which warms them ... (Props: the socks need discussion!)

He then proceeds to put his shoes on and puts one on, and then the
other ... now wearing both shoes he starts to tie the laces ... he pulls them
straight away to tie and they stand straight up! (Props: this is done with
leather laces, pure leather ... it works without any unnecessary rigging!)

INSERT - THE STANDING STRAIGHT LACES

BACK TO SCENE

He finally gets them tied and starts, still sleepily, into the toilet area ...
(We can go for a great sound joke here.) He steps into the latrine, closes
the door and we HEAR the SOUND of crushed ice being poured into the
bowl ... he flushes and we HEAR what might sound like an ice crusher ...
he steps out of the latrine and walks over to the basin and turns the water
on.

INSERT

The water spickets ... they both read “COLD”.

BACK TO SCENE

And as he takes some water on his hands to his face ... it is “cold” and his
face just freezes from the pain of the cold ... he looks around and sees the
little metal ashtray, that looks like a small bowl or a tin from a used
shaving cream lather soap ... he fills it with water .. and to show his
ingenuity, he takes a lighter from his pocket, places the tin on the edge of
the sink and lights the fire under the tin (which couldn't possibly hold
more than a handful of water) and proceeds to heat same ...

Once he is satisfied that it is at least warmer than the spicket supplied, he

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grabs for the tin which is so hot from the burning, he screams in another
type pain ... the pain of “HOT” hurting ... he decides to flick his fingers in
the tin bowl and splash some of the water on his face (which is by now,
just drips of water) ... brushes his teeth with his finger and soap ...
straightens his hair and exits the toilet to his bunk to get his shirt ...
another “ICE COLD” item ... he feels how cold it is, and doesn't have the
courage for another climate blast ... he rolls up his shirt and places it
under his armpit to warm it ... as it hits under his arm ... the cold just
about wipes him out ... he decides to sit on it ... and he does.

CLOSE - THE GUARD - AT THE DOOR

He's been peeking all the while ... He figures he's had his laugh, and it's
the first time we see he can laugh ... he steps into the barracks area, and
yells:

GUARD
Doork! Move it out,
and on the double!!

Helmut jumps with fright, unravels his shirt, runs towards the open door
putting on his shirt as we

DISSOLVE TO:

INT. BARRACKS H - NIGHT

Most of the men are clustered around their bunks, and in the dull light we
see some of them in the aisles, talking, playing cards ... while most of the
others are whistling, clapping, and laughing as Uhlmann does his silly little
clog dance ... it is apparent the ugly episode between Galt and Uhlmann
has been forgotten for the moment.

The lights are hung from cords down off the ceiling and for a complex this
size it could use ten ... there are but two.

Uhlmann is having the time of his ignorant life ... the more the men
applaud, the more he “clog dances”.

MED. CLOSE SHOT - LUDWIG AND ADOLF

They are both seated on their top bunk, Adolf enjoying the poor dance
Uhlmann is giving as Ludwig looks down the aisle towards Helmut's bunk.

LUDWIG
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(nudging Adolf)
It looks like Helmut found some new
ears to listen to his Super Star fantasies ...

Adolf takes a look, shrugs his shoulder, as if to say I couldn't care less ...
and goes on watching the action of Uhlmann and the other men ...

LUDWIG
(to himself, but for Adolf to hear as well;
a la Shakespeare, mimicking Helmut)
Ringling Brothers would have done
anything for me to appear with them
but I had to do what was best for me!

CLOSE - HELMUT AND THE FOUR NEW PRISONERS

The four new men are surrounding Helmut on the top of his bunk listening
to his bragging.

HELMUT
So I told Mr. Ringling if he wanted “Helmut”
he'd have to bring his circus to Germany ...
I am a German, I told him, and my responsibility
is to my own people who are my biggest fans.

1ST PRISONER (new one)

Did you really say that?

HELMUT
(proudly)
Of course I did ... they offered me anything ...
anything I wanted to go with them.

2ND NEW PRISONER

Hey! I saw the circus in Berlin about four years ago ...
Didn't you make your entrance in a long tail coat
with a pair of tails on the jacket about fifty feet long?
Sure! And a funny little clown at the very end
carrying the tails like a woman's train?

Helmut studies the prisoners glare and decides he couldn't even

remember the clown he saw was Gustav the Great, why not? No one
would ever know ... and he nods with a kind of studied humility ... yes.

2ND NEW PRISONER

You were great!

Helmut eats it up.

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2ND NEW PRISONER

You should have seen him ... You'd never know it was
him ... with the long tails and white tie ... red nose ...
long hair ... and a battered top hat ... with the hair
hanging way down to his shoulders ... and, ah, let me
see ... oh, yeah ... your mouth went from ear to ear.

HELMUT
(softly)
Right!

3RD NEW PRISONER

How do “clowns” ever come up with
such ideas for faces and make-up?

HELMUT
It doesn't happen overnight ... it takes years
and years ... You try many faces, then finally
you hit the one that's just right for you.

4TH NEW PRISONER

My kids will never believe this,
I can't wait to ... tell ...

His voice trails off as he realizes the hopelessness of what he was about to
say. This puts a damper on the discussion and the men start to break up
and get down off the bunk. Helmut, seeing his captive audience leaving ...
panics.

HELMUT
(emotionally)
Wait, let me tell you some other things ...
I mean things that are really exciting and ...
please! Please... let me just have a few more ...

1ST NEW PRISONER

(ignoring Helmut completely)
What's going on with those guys?

He's looking off down the aisle where Uhlmann has his audience ... The
four prisoners move out into the aisle to get a better look, leaving Helmut
perched on his bunk with a pleading and broken look of despair ...

HELMUT
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(a last attempt)
Did you know “clowns” literally bequeath
their faces to their sons, or sometimes to ...

He realizes it's futile as the four new prisoners move towards Uhlmann
and the others down the aisle ...

3RD PRISONER
Come on, let's see what's such fun ...

He moves and the others move along with him. Helmut thinks about
joining them, and starts to move off his bunk but his body won't
respond ... he just hangs there limply ... his head lowered, a sad man.

ANOTHER ANGLE

SHOOTING OVER the men placing Helmut in the very deep b.g. as we see
the four new prisoners walk over to watch the action ...

MED. CLOSE - UHLMANN, GALT, KELTNER, AND OTHERS

Uhlmann is just finishing his dance with a spin, when he finally gets dizzy
and topples over on one of the bunks. All the men applaud wildly.
Uhlmann laying half down and half up on the lower bunk he landed on,
breathing heavily ... yells over to Galt ...

UHLMANN
Hey, Galt, it's your turn, how about
doin' one of your belly dances for us?

All the men agree and start yelling for Galt to do it ... Galt moves out into
the center of the aisle in the clearing made by the men, and holds up his
hands for silence ... they quiet down and Galt looks around until he spots
Keltner.

GALT
Reverend?

The men become very still, they look from Galt to Keltner and back to Galt,
their eyes reflecting suspicion of him, wondering what he's up to now.
Galt is fully aware of this.

GALT
Well, Reverend, what do you think? Would a
little belly-dancing be too much for the boys?

Keltner studies Galt for a beat, then accepts his offer of a truce.
KELTNER
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(moving over towards Galt)

A little fun is what we need ... so...
if you'll all hold the noise down, I'll join in.

A hushed cheer goes up from the men as Keltner stands besides Galt. Galt
holds his hands over his head and nods for Keltner to do the same thing.
The Reverend does, and now Galt begins undulating his hips. Keltner
studies the move for a beat and then does the same thing but with comical
awkwardness. Franz starts playing a slow sensuous rhythm on his
harmonica. The men clap and whistle softly.

CLOSE SHOT - HELMUT

He is sitting upright on top of his bunk, watching what Galt has Keltner
doing, a look of disgust passes his face as he turns away from what he'd
been watching and gets busy with his papers and figuring again.

MED. SHOT - GALT, KELTNER

They are just finishing their dance. The men applaud wildly but softly ...
Keltner, puffing, moves over to the side and sits on one of the bunks to
catch his breath. Galt takes a few bows, and the men react with applause
and whistling that's beginning to take on “noise” proportions ... Keltner
motions for the men to hold it down ... and they do.

4TH NEW PRISONER

Say, why don't we get the clown
to do something?

GALT
A clown? Who's a clown??

HERMAN
You've heard of “Helmut Doork”.
That's him down there!

LUDWIG
Don't waste your time. You'll never
get the Great Doork to do anything.

WIDER SHOT

as he starts walking towards Helmut's bunk ...

1ST NEW PRISONER

Oh, I'm sure he will!

The others follow right behind. There is a look on Keltner's face like he
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would like to stop them, but between his puffing and his certainty that
Helmut will be alright, he stays where he is.

CLOSE - ADOLF

as he walks with the others.

ADOLF
You're wasting your time. He
doesn't perform for the likes
of us ... he'll turn you down.

LUDWIG
He's right, we've been asking him
for three years ... I have a feeling
he only does his little routines for
the crowned heads of Europe.

ADOLF
And, of course, the BIG heads of Berlin.

There is general laughter ... as the group arrives at Helmut's bunk.

CLOSE - HELMUT

He sees something's going to happen, he puts his papers away and sits
upright ... waiting ... his eyes catch Galt's eyes peering at him. Galt tells it
all with his eyes ... This one isn't “sacred” to the men ... he might just be
the pigeon Galt's been hoping for ... the one every bully looks for, for his
own brand of fun.

1ST PRISONER
How about it, Doork?

HELMUT
(swinging his legs around ready to jump down)
I'd like to, but I can't ... really ... I can't.

GALT
(strongly)
Can't? Did I hear you say you can't?

HELMUT
(it stops him in his tracks;
he stays up on the bunk)
I'd like to do something ... but ...
(pointing to the 2nd New Prisoner)
HELMUT
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(continuing)
He can tell you ... He's seen me work ...
I need props ... make-up ...
I work with a lot of different things ...

2ND NEW PRISONER

That's right ... I did ... and he does!

HELMUT
(in fast)
Sure, tell them ... I can't just do anything ...
I need lights, props, my costume.

Galt doesn't like no for an answer ...

GALT
(gritting his teeth)
Now, me and these ... gentlemen ...
we don't expect you to do your
“act”, just a little something
that'll give us a laugh, that's all.

Keltner moves in from o.s. and stands at the back of the group watching
and listening.

LUDWIG
(to all the men)
Aw, forget it ... and that's
probably his problem ...
he's forgotten how!

GALT
(trying to suck him in)
Wait a minute, you guys ... show
people have to be in a mood ...
(to Franz)
Play a little music, like in a circus...

Franz starts playing his harmonica ... slowly ...

GALT
(continuing)
There! Ain't that nice?
Don't it put you in a mood?

HELMUT
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(getting fed up)

I TOLD YOU! I need things to do my act.

2ND NEW PRISONER

Hey, Doork, what about that drunk
routine ... that was funny ...

Helmut looks at him puzzled ... he can't think or remember anything at

this point ... certainly not anything relating to any of the previous lies he's
told ...

GALT
(pacifying his head off)
Yeah, that drunk thing...
that does sound funny ...

HELMUT
I still need many things ... props and ...

2ND NEW PRISONER

(puzzled)
I don't remember you using anything
in that drunk routine.

GALT
(starting to fume)
Hey ... are you trying to fool us?

With this Keltner moves in and up to Galt.

KELTNER
Leave him alone!

GALT
Stay out of this, Reverend. We're not doing
anything ... We just want him to join in the fun.

UHLMANN
(to the men)
Right! If a Reverend can give
us a laugh, why not a clown?

All the men ad lib their agreement with what Uhlmann just said; it appears
that they are all on Galt's side, and Keltner knows it.

KELTNER
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(to Helmut, softly)

It doesn't have to be anything
special ... a little dance, maybe?

HELMUT
(taking it all out on Keltner)
Like that disgusting exhibition
you did? Oh, no ... not me!

4TH NEW PRISONER

Go on, Doork, so I can tell my kids.

HELMUT
Can't you get it through your heads, I need ...

GALT
(firmly)
WE need you to give us a laugh.

Galt grabs Helmut's jacket and pulls him off the bunk, nose to nose to
him...

GALT
(continuing)
So ... TRY!

Gelt has Helmut by the neck portion of the jacket, practically choking him
to death .. his vice-like hands are closing in on his throat and Helmut's
trying vainly just to breathe ...

One of the prisoners starts pounding his feet and making a march-like
noise yelling from the other end ... “So try!” ... “So try!” ... “So try!” ... “So
try!” ... the other prisoners in the barracks pick up the chant and the
stomping ... Keltner doesn't even hear the racket they've started because
of his concern for Helmut being choked to death ... He tries to loosen
Galt's hands from Helmut's throat.

KELTNER
That's enough, leave him alone!

GALT
Stay out of it, Reverend!

Galt spins Helmut around so that his back is facing the aisle and he walks
him into the center area ... the other men feeling this violence happening,
and watching. Helmut being choked, triggers all of their venom and their
hate and they really come on strong ... stomping, yelling ...
THE MEN
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(ad lib)
Choke him harder ... see if that's funny!
Make him dance! Hey, Doork! ... be funny
now! He don't look so funny to me!
He sure as hell looks funny to me!
Hey, Galt, pull his string and
make the dummy funny!

And they stomp and they stomp and they stomp ... “So try!” ... “So try!” ...
They get louder and louder ... Helmut is kicking his legs, which are off the
ground, and Galt won't let go.

CLOSE - HELMUT

His face is turning color ... he hasn't a lot of air left in his lungs ... and
Keltner is practically hanging onto Galt trying to get his hands loose ... and
Galt could carry another three men without batting an eye. Galt puts him
down slowly, in the middle of the aisle, so that just his feet touch the
ground, but he keeps his hands around his throat.

GALT
Your public is calling, clown ... now, clown!

WIDER SHOT

SHOOTING OVER Galt, Keltner and Helmut, we see the door of the
barracks slam open and bang against the wall making more noise than
anything all the men made together, and they all freeze ...

MED. CLOSE - THE GUARD

He stands in the doorway, legs spread apart, hands on his waist ... and he
is wearing a raincoat, the barracks has become totally silent... all that is
heard is the rain pecking away on the roof. Galt has let go of Helmut who
just lays on the floor with Galt and Keltner on both sides of him ...

GUARD
(walking slowly into the barracks)
What is going on here?
(to Helmut)
On your feet!

Helmut gets up, dizzily, just about getting oxygen back into his system ...

GALT
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(like a little boy)

He was showing us some
of his funny clown falls ...

The Guard surveys the faces of the others as they stare back.

GUARD
Because of all the noise coming from in here --
I have been called up front to explain ...
I don't like to be called up front ...
I don't like to have to explain ...
(menacingly)
And, you might not like it, either.
(a beat)
Back to your bunks, all of you ...
Turn out the lights, and keep it QUIET !

As the guard turns to the door to go, Helmut takes a step forward about to
stop the guard, Keltner grabs his arm and turns him the other way ... the
Guard exits closing the door, quietly behind him .. The men start to
disperse ... Galt gives Helmut a “I'll get you for this” look and returns to
his own bunk with Uhlmann almost up his ass following ... Keltner leads
Helmut back to their bunk.

HELMUT
(whispering)
I was just going to ask him
about the forms ... my release ...

KELTNER
(shaking his head)
That was not the time, believe me!

Keltner sits Helmut down next to him on his lower bunk, as Helmut rubs
his throat, and tries swallowing a few times ...

KELTNER
(continuing)
Hurt much?

HELMUT
(beaten)
No, I'm alright ... thank you.

They both sit in silence ... Helmut breaks the silence...

HELMUT
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Johann, why do they pick on me?

I've never done anything to them.

KELTNER
You've never done anything for them!

Helmut dislikes Keltner's remark and gets up from the lower bunk and
starts up to his. He gets to the top bunk and starts to get onto it, stops
and whispers to Keltner.

HELMUT
You think I should have performed?

KELTNER
The men would have appreciated it.

Helmut rolls into his bunk, the lights go out and he lies on his back staring
at the ceiling. Keltner sits on the side of his bunk and takes his shoes
off ... periodically the rays from the searchlights revolving outside cross
the windows to momentarily flood the barracks with light. After a few
seconds, Helmut leans over to whisper to Keltner.

HELMUT
Johann!

KELTNER
(he stands up, eye level with Helmut)
What is it?

HELMUT
They don't believe me, do they?
I mean about being a clown?

KELTNER
Oh, I'd say you've convinced most. However --
(a long beat)
There is one you haven't convinced ...

Helmut stares at Keltner, knowing full well what's coming ... yet doesn't
have the courage to take the chance that it might be another thought ... so
he waits ...

KELTNER
(gently)
You, Helmut ... you!

CLOSE - HELMUT
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The truth of Keltner's charge hits Helmut with an overpowering force. He

looks at Keltner for a beat ... his eyes filled with pain, then slowly turns
away from him, leaving him standing there as we PAN with Helmut and
HOLD on ...

CLOSE - THE WINDOW

The rain is pouring down.

DISSOLVE TO:

FULL SHOT - YARD - DAY

It is the next morning, a chilly, damp day following a night of rain.

LOUDSPEAKER (o.s.)
Attention! Attention! All prisoners
will assemble immediately in the yard.
All prisoners will assemble immediately
in the yard. Attention! Attention!

The loudspeakers repeat the command. Across the muddy, puddle

splotched yard, a barbed wire barricade about six feet high has been
erected, dividing the camp in two. A number of guards patrol the fence on
both sides.

EXT. BARRACKS H - WINDOW - DAY

Uhlmann is looking out into the yard. He motions to someone to “take a

look at this”.

INT. BARRACKS H - DAY

Galt has just arrived at the window where Uhlmann is standing.

UHLMANN
They've put up barbed wire!

MED. SHOT - FAVORING HELMUT, KELTNER

They look at each other in wonder as they start into the aisle. The men in
the barracks are frantically trying to organize themselves.

EXT. PRISON YARD - DAY

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The prisoners are pouring out of the barracks doorway. Galt and Uhlmann
are already standing outside as Helmut, Keltner, Herman, Adolf, Franz,
Ludwig, Stout Prisoner, New Prisoners, join them. All look o.s.
momentarily speechless at what they see.

GALT
What the hell ... ?

FULL SHOT - YARD - PRISONERS' POV

Beyond the fence we see men, women and children standing in groups
near the barracks on that side of the camp. The SOUND of children crying
can be heard.

VARIOUS SHOTS - MEN

As they quickly scurry to line up in front of their own hut.

STOUT PRISONER
Youngsters! They've got
youngsters over there.

YOUNG PRISONER
Women!

ADOLF
Another fence!

MED. SHOT - PRISONERS - FAVORING KELTNER

Helmut stands next to him.

HELMUT
What does it mean?
What do they need a fence for?

KELTNER
(shaking his head)
Misery loves company. Looks like
they're going to deny us even that.

The Guard is shoving the late-comers into place.

GUARD
All right. All right, move.
Hurry it up. Move.
ANOTHER ANGLE
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SHOOTING ACROSS the prisoners in f.g. toward the new fence. Guards
move among the men, herding them into lines. On the other side of the
fence, we can see the new arrivals lining up, being prodded into place by
Guards.

LONG SHOT - PRISON YARD - DAY

On both sides of the fence, the prison inmates have assembled in the wet,
forbidden yard. On one side are the regular prisoners, who watch the
guards warily as they straighten their lines. On the other side are the new
prisoners -- about two hundred frightened Jews of all ages, including
thirty or forty children and a number of very old men and women. They
stand in absolute silence as the loudspeakers blare again, except for the
crying children.

LOUDSPEAKER
Attention! The Commandant issues the following
special order: the north side of the camp is now
temporary quarters for non-Aryan prisoners.
Fraternizing between Aryan and non-Aryan
prisoners is strictly prohibited. Any violation
of this order will be severely punished.
Heil Hitler ... Repeating...

ANOTHER ANGLE

SHOOTING THROUGH the booted, outspread legs of a soldier guard in f.g.

toward the line of prisoners behind him. One woman holds a child of
about three who cries inconsolably.

LOUDSPEAKER
The Commandant issues the following special order:

As the announcement is read, the guard's legs turn around, and he walks
away from the CAMERA toward the woman. He stands before her
menacingly, and she clutches the child closer to her in a futile attempt to
hush its crying.

LOUDSPEAKER
(continuing)
The north side of the camp is now temporary
quarters for non-Aryan prisoners. Fraternizing
between Aryan and non-Aryan prisoners is ...

MED. SHOT - PRISONERS

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SHOOTING along line of prisoners from barracks H to show their various

reactions as the announcement continues -- disdain, surprise, sympathy
and relief. The guard stands with his back to the line at the end farthest
from the CAMERA. Galt is near the CAMERA.

GALT
(under his breath)
Jews!

Prisoners nearest to Galt eye him questioningly.

LOUDSPEAKER
(continuing)
... strictly prohibited. Any violation of this
order will be severely punished. Heil Hitler.

The loudspeakers go dead. The prisoners stand silently studying the new
arrivals across the yard. The new prisoners self-conciously file back into
their huts on the other side of the fence. As the prisoners begin to break
rank --

GUARD
Prisoners from barracks H remain
in line. Barracks H will remain in line.

The prisoners turn and look in direction of the Guard as they straighten
their lines. The guard paces slowly along the line inspecting it silently. On
the fringes of the scene, we can see prisoners from other barracks
gathering to see what their fellow convicts are in for.

MED. CLOSE SHOT - GUARD

Finally he stops and contemplates his shabby charges with disgust.

GUARD
I said last night I didn't think I would
enjoy being called up to account for the
noise coming from barracks H. I can tell
you this morning I didn't enjoy it.

He walks down the line, looking at each man.

GUARD
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(continuing)
I don't know what caused the trouble last
night, but I'm not blaming you entirely.
(fatherly)
I failed you. I should have seen that
you all have much too much energy
for the confined life you lead here.
(he smiles benevolently)
We're going to correct that. I've been
told that energy comes from food.

MED. SHOT - PRISONERS

Their faces reflect that they know what is coming.

ANOTHER ANGLE

SHOOTING PAST the line of prisoners in f.g. to the Guard, who has paused
to let his words sink in.

GUARD
(continuing)
So ... to help you ... all rations are
cancelled for the next ... 48 hours.

A hushed ripple of ad lib grumbling and growling rolls along the line of
prisoners.

GUARD
(continuing)
And, if that doesn't quiet you down,
I'll think of some other ideas you'll
like even less. I'm going to make this
barracks the quietest in the camp.
(roaring)
Is that clear?

The prisoners are silent but their faces register their resentment.

GUARD
(continuing)
Now, don't blame me.
(with sly meaning)
I didn't start the trouble last night.

The truth of what he has said is reflected in the faces of the men.

GUARD
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(continuing)
Fall out.

ANOTHER ANGLE - FAVORING HELMUT, KELTNER

As they stand with the other prisoners, watching the guard move off.
Keltner looks worried, the others are angry, Helmut seems undecided as
his eyes follow the guard.

HERMAN
Bastard!

STOUT PRISONER
I can't go without food. I'll starve.

Suddenly Helmut makes up his mind and starts off after the Guard.
Keltner, sensing the mood of the men, puts a restraining hand on his arm,
whispers to him hoarsely.

KELTNER
Helmut, don't.

But Helmut shakes him off and hurries away. The other prisoners notice
where he is headed and exchange looks. Keltner shakes his head. Galt's
eyes narrow as he watches Helmut run off after the guard.

GALT
(loudly)
He's the one we can thank for the diet.

MED. SHOT - GUARD - MOVING

The CAMERA MOVES BACKWARD as the Guard strides toward it, his face
sour. Behind him we can see Helmut running to catch up to him. When he
is close enough ...

HELMUT
Sir? Corporal ...

The guard stops and turns so abruptly that Helmut almost runs into him.

GUARD
What?

HELMUT
(obsequiously)
Doork. Helmut Doork. Remember?
HELMUT
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(continuing)
The papers ... You said ...
Remember the special forms for
the Gestapo to review my case.

GUARD
No papers.

He stalks off. Helmut starts to say something more but thinks better of it.
Crushed, he starts back towards his barracks, head down. He walks sadly
for several steps, then looks up and stops, his expression changing to one
of uneasiness.

MED. SHOT - PRISONERS - HELMUT'S POV

A dozen of Helmut's barracks-mates, including Galt, Uhlmann, Adolf,

Ludwig, Herman, the Stout Prisoner, several of the New Prisoners, are
drifting across the yard towards him, and the looks on many faces bode no
good for Helmut.

FULL SHOT - HELMUT, PRISONERS

The men converge and form a half circle around him. As the men close in
on him, he moves back until we can see the barbed wire fence behind him.
Helmut senses their disposition and remains warily silent. Keltner and
Franz stand slightly behind the pack.

GALT
What'd you say now, Mr. Doork, Almighty!
(to men)
Last night he wouldn't give us a laugh.
Today they won't give us food.

LUDWIG
(venemously)
What were you doing? Making a deal
with your guard pal to slip you some food?

HELMUT
(indignantly)
No! I was asking him about the
forms he'd promised to get me.
(admonishing)
Because of last night ... I'm not getting them.

Keltner, seeing how disappointed Helmut is, moves up through the group.

KELTNER
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(encouragingly)
When this blows over, Helmut, we'll ...

LUDWIG
(interrupting)
Don't feel sorry for him. He's got
no one to blame but himself.
The whole thing was his doing.

ADOLF
He's been telling us how great he is;
how funny. Why? Why couldn't he
have done a trick or two for us?

UHLMANN
The Reverend did a turn.
What's so special about him?

The men voice agreement ... Helmut should have performed. Helmut
starts to go around one end of the semi-circle but the men bar his way.

KELTNER
Don't start anything here.
We're in enough trouble.

The other prisoners in the b.g., those who have remained in the yard to
see what was going to happen to the men of barracks H, sense trouble,
the kind they want no part of, and begin scurrying back to their own
barracks.

UHLMANN
We're not starting anything,
we're finishing something.

GALT
We've decided Doork here is going
to keep us laughing so hard we won't
be able to hear our stomachs growling.

STOUT PRISONER
Better hurry it up, clown. 'Cause my
stomach's growling already. Can you hear it?

HERMAN
Hear it! The whole place hears it.

The men take a few steps toward Helmut as they call for him to perform.
MEN
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Yeah, Doork, do a trick. How

about that night in Munich when
they wouldn't stop laughing.
How about it, Doork? Come on,
just a little trick. Give us one
laugh. That's all we're asking for.
Come on, Helmut, do something.

Helmut, hoping to stall the inevitable, still hoping to preserve for a while
longer his beautiful myth of being a great clown, holds up his hands for
the men to be quiet. Franz interpreting the gesture as giving in to the
demands of the men ...

FRANZ
(excitedly)
He's going to do it! He's going to do it!

The men quiet down and move back a few steps to give Helmut room.

HELMUT
(grandly)
Nothing pleases an artist more than to
perform. I'm going to do a real show for
you. All I ask is that you give me a little
time ... time to get things together ...
things I can use as props ... I'll
even try to make a costume, and ...

ADOLF
You don't need a costume.
We've got imagination.
(to men)
Right?

Murmurs of agreement.

HERMAN
Do the drunk pretzel like
the kid suggested last night.

GALT
(commanding)
And do it now, clown. No more stalling.

Helmut, still trying to hold on to his dream of greatness, draws himself up

proudly and begins to move forward.

HELMUT
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Let me through.

ADOLF
Aren't we good enough for you?

LUDWIG
He'd do his tricks fast enough if
his guard pal asked him.
Wouldn't you, Doork?

As the mention of the word “guard” the mood of the men turns ugly.

MED. SHOT - PRISONERS - HELMUT'S POV

Their faces show their determination that Helmut will perform or ... else.

KELTNER
Do something, Karl.
For God's sake, do something.

GALT
And be sure it's funny.

MED. SHOT - HELMUT, GALT

Helmut is frightened. He strains to look beyond the men for help. He

opens his mouth to scream for the Guard, but Galt puts his hand over
Helmut's mouth.

GALT
(his face pressed close to Helmut's)
You make us scream ... scream with laughter ...
or I'll tear you to shreds on the wire.

Galt presses Helmut right up to the barbed wire fence so he can feel the
barbs in his back.

FULL SHOT - HELMUT, MEN

Galt takes his hand away from Helmut's mouth. Helmut doesn't utter a
sound. He knows that Galt and the men mean business and he now must
do something. He nods his head.

HELMUT
All right ... all right.

The men move back to give him room. Frantically, he tries to think of
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something to do ... he knows it must be great ... or else his myth will
explode. He walks around in a little circle, trying, trying to think of
something. Finally he faces them. He bows his legs and pretends he's a
bow-legged man trying to walk a high wire, but he's so frightened the
result is pathetic, not funny.

PAN SHOT - PRISONERS

The camera works across their faces, which are expressionless.

MED. SHOT - HELMUT

Seeing that he is getting no reaction from his “audience”, Helmut tries

something else. He pulls his shirt over his head and walks around like a
headless man. He pretends to trip over some unseen object, peers through
the front of his shirt at it, and stamps on the object. Again he tries to walk
over it, and again he slips.

MED. SHOT - HELMUT, MEN

as Helmut starts to repeat the same routine, many of the men are openly
contemptuous. Galt wears a smirk. Keltner, unable to watch Helmut's
degradation, moves away. Others express their disappointment, their
disdain.

MEN
If he's Germany's greatest clown,
God help the Fatherland.
Doork, the Great!
You got paid for that?
To go without food is bad enough,
but to have to watch that!

2ND NEW PRISONER

(accusingly)
You're not the clown I saw.
You lied. You're big all right.
A big liar.

4TH NEW PRISONER

(contemptuously)
And I was going to tell my kids!

UHLMANN
He's no clown. Not even a bad one.

HELMUT
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I am. I am a clown!

They move away from him.

HELMUT
(continuing)
Give me a chance. I just got started.

But the men continue to walk away. Helmut tries to do a hand stand, but
his hands slip in the mud, and he lands ignominously on all fours. When
he looks up, only Adolf, Galt and Uhlmann remain.

ADOLF
(sadly)
That's what we've been eating
our hearts out to see!
(a beat)
You stink. You really stink.

HELMUT
I ... I slipped. I can do it.

Seeing the disbelief on their faces, Helmut becomes almost hysterical. He

is still on his knees.

HELMUT
I am a clown. I am. I am.

He pounds on the ground in frustration. Galt spits contemptuously, and

the three start to leave. Galt turns back, looks down at Helmut. Very
deliberately, he comes forward to stand at a mud puddle.

GALT
Doork the Great .

With that he kicks a shower of mud directly into Helmut's face.

CLOSE SHOT - HELMUT

The mud splatters over his face. He cries out. His hands go to his eyes
instinctively. he kneels there, rocking back and forth in misery. Then
from o.s., we HEAR a tiny, tentative laugh -- the tiniest laugh ever heard.
Helmut looks up quickly. He isn't sure that he heard it. Then it comes
again, a little stronger. He looks around quickly to see who has come back
to taunt him, to ridicule him.

LONG SHOT - PRISON YARD - HELMUT'S POV

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The yard is empty except for a few prisoners from other barracks way off
on the other side.

CLOSE SHOT - HELMUT

He is puzzled. Then again he hears the laugh o.s. He turns slowly to look
behind him.

MED. SHOT - BOY - HELMUT'S POV

On the other side of the fence stands a wide-eyed boy of about eight, who
is watching Helmut timidly. The ragged youngster laughs again,
hesitantly, as if unsure what Helmut is doing is supposed to be funny, but
finding it so nevertheless.

CLOSE SHOT - HELMUT

He looks uncertainly at the youngster. Is the child ridiculing him, too? He

leans over the mud puddle and looks at his reflection. He likes what he
sees. The mud on his face looks almost like a primitive clown mask. Very
deliberately Helmut scoops up more mud and puts a blob of it on the end
of his nose. He waits for the child's reaction.

CLOSE SHOT - BOY

His eyes are laughing, but his little lips are pressed tight together. He has
been taught not to make sounds ... not even sounds of laughter. But
finally what he is looking at becomes too much for him and the laughter
spills out between his lips as they form a smile. He laughs delightedly
now, satisfied that Helmut is being purposely amusing.

TWO SHOT - HELMUT, BOY

Helmut gets to his feet, bows slightly and stiffly to the child, and then
attempts another hand stand. This time he holds himself up for a moment
and then deliberately allows himself to fall on his back in the mud.

CLOSE SHOT - HELMUT

As he lands, he quickly glances off towards his barracks, but from the look
of disappointment on his face, we know that none of his barracks mates
are watching. When he hears more laughter from o.s., he quickly rolls on
his side to look.

MED. SHOT - CHILDREN - HELMUT'S POV

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Two more youngsters have joined the first, and all are laughing excitedly.
The first child jumps up and down, clapping his hands.

WIDER ANGLE - FROM THE FENCE - FAVORING HELMUT

Helmut gets up and bows, more deeply this time, a tribute to the
children's vindication for his claim that he is a clown. He turns toward the
direction of his barracks.

HELMUT
(screaming at top of voice)
Come back, damn you, come back.
The children ... they're laughing.
They're laughing. I am a clown.
I am a clown.

He turns back to the children and again bows. He quickly leans down,
looks at his reflection in the puddle, and scoops up a handful of mud which
he plasters on his nose to make a bulbous, artificial proboscis. He turns
back to the children and in pantomime, pretends to see a fly buzzing about
and tries to swat it. The imaginary fly buzzes closer. The CAMERA MOVES
UP to --

CLOSE SHOT - HELMUT

As the “fly” lands on his nose. He looks cross-eyed at the mud blob, then
swats at it. The blob falls off.

MED. SHOT - CHILDREN

There are now nine or ten youngsters at the fence, all squealing with
delight.

CLOSE SHOT - HELMUT

He bows again, and as his head comes up he looks o.s. toward his
barracks, still hoping that someone will be watching his “great” success.
When he turns back to the children, we see that he continues to smile --
while tears course down his cheeks through the mud still caked on them.

DISSOLVE TO:

EXT. MESS HALL - DAY

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The last barracks on the open end of the camp on the political prisoners'
side. Outside the building is a low counter arrangement with two
prisoners behind it serving mush and black bread to a long line of men, all
of whom carry bowls and spoons. This time in mid-July, three weeks after
the incident at the fence. The day is bright and hot. Our ANGLE FAVORS
Helmut as he nears the prisoner who is serving up the mush.

MED. SHOT - HELMUT

As he moves up to be served and holds out his bowl. The prisoner -

messman spoons a blob of mush into it. Then he looks around quickly
and, before Helmut can pull back his bowl, slops another half spoonful into
it with a wink at Helmut, who gives him a grateful smile in return. Helmut
moves on to the bread server, who gives him a big grin as he slips two
pieces of bread into the bowl on top of the mush. Helmut hurries away,
the CAMERA FOLLOWING him.

He walks strangely, as if having trouble controlling his own feet. Helmut

ducks around the corner of the barracks nearest the mess hall, then peers
cautiously back into the main yard. Satisfied that he hasn't been noticed,
he quickly puts one piece of bread into his pocket and takes out his spoon.
Holding the second piece of bread beneath the bowl, he wolfs down a few
mouthfuls of the mush. Then he smooths out the remainder with the
spoon to make the mush appear untouched.  He places the one slice of
bread back on top of it, and studies the end result. Nodding approval, he
licks his spoon clean and puts it back in his pocket. He goes back around
the corner of the barracks into the main yard and heads for the next
building.

CLOSE SHOT - BARE FEET

This pair of massive feet are the property of the Big Prisoner, a massive
hulk of a man.

OLD PRISONER'S VOICE

Don't know how you can go without shoes.
Soles of my feet are too sensitive.

The CAMERA PANS UPWARD to the Big Prisoner and an Old Prisoner,
sitting against the side of their hut. The Old Prisoner, a frail man, with
shirt off, is finishing his mush.

BIG PRISONER
It's my stomach that's sensitive.

OLD PRISONER
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(looking o.s., smiles)

Here comes your second helping.

As Helmut's feet walk into FRAME and stop next to the Big Prisoner, we
see the reason for his peculiar walk. He is wearing a pair of enormous
shoes, many sizes too large for him and cut open along the soles from the
toes to the insteps so that they flap as he moves along.

ANOTHER ANGLE

as Helmut joins them and holds out his bowl of bread and mush to the Big
Prisoner.

HELMUT
Here.

Still grinning, the Big Prisoner puts his empty bowl on the ground beside
him and takes Helmut's bowl. Holding the bread aside, he digs into the
mush. Helmut watches him eat, his own hunger written all over his face.
After a few bites, this makes the Big Prisoner a little self-concious.

BIG PRISONER
How're the shoes?

HELMUT
Perfect.

The Big Prisoner nods and goes back to eating, satisfied that he has made
a fair bargain and shouldn't be embarrassed about taking Helmut's food.

HELMUT
Don't forget the bowl.

The Big Prisoner, his mouth full of mush, only nods. Helmut, tearing his
eyes from the food, moves off. The Big Prisoner watches him go.
Suddenly, he looks down at the departing Helmut's feet, and his face
darkens.

BIG PRISONER
(irked)
Hey, Doork!

Helmut stops and turns as the Big Prisoner shoves himself away from the
hut and goes to him, staring down at the shoes.

BIG PRISONER
My shoes!
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The Big Prisoner reaches out with the large toe of one bare foot and lifts
up the flapping toe of one of Helmut's shoes. He lets it drop again.

BIG PRISONER
I said you could use 'em, not ruin 'em.

HELMUT
I had to fix them this way ...
for the act, you know.
Wait till you see how funny it is.

BIG PRISONER
Yeah. But will I feel like
laughing when it gets cold!

HELMUT
Don't worry.

BIG PRISONER
Worry! I'm the one who'll
get frost bitten toes, not you.

HELMUT
When I return them, they'll
be like new. I promise.

The Old Prisoner has finished his mush and puts his bowl down on the
ground and moves forward to join Helmut and the Big Prisoner.

BIG PRISONER
For what you've done to my shoes
I should get more food.

OLD PRISONER
He's got to have something to eat.

The Big Prisoner looks at him questioningly.

OLD PRISONER
(continuing)
If he gives you his other meal ...
he'll starve to death.
Then you won't get anything.

This reasoning makes sense to the Big Prisoner.

BIG PRISONER
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(to Helmut)
Remember ... you fix them
before you bring 'em back.

HELMUT
Promise.

Helmut shakes his head “yes”, turns and quickly hustles off in the
direction of his own barracks, the CAMERA MOVING with him. After a few
steps.

BIG PRISONER'S VOICE

Doork!

MED. SHOT - BIG PRISONER - HELMUT'S POV

The Big Prisoner looks at Helmut, then at the piece of bread Helmut had
given him. His manner is self-concious. He tosses the piece of bread to
Helmut.

MED. SHOT - HELMUT, BIG PRISONER, OLD PRISONER

Helmut catches the bread, his smile expressing his thanks. The Old
Prisoner puts his arm around the Big Prisoner's shoulder, while the Big
Prisoner tries not to show that he is pleased with himself for his
“generous” act.

MED. SHOT - HELMUT

Taking bites of the bread, Helmut, rather jauntily, lopes off toward his
own barracks. As he moves among the other prisoners, the CAMERA
MOVING with him, we see many of them point or nod toward Helmut and
smile good-naturedly. Helmut is completely unaware of them, so lost is he
in his own thoughts.

EXT. BARRACKS H - MED. SHOT - KELTNER, FRANZ, HERMAN - DAY

They sit in the shade beside their barracks. Herman is using his empty
bowl as a fan. Keltner is just finishing his food. Franz is examining his
jacket, his empty bowl beside him on the ground.

FRANZ (irritated)
I mean it this time.

KELTNER
Don't tell us. Tell him.

Franz holds up the tattered jacket to show that a button is missing.

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FRANZ
What am I supposed to do? Use pins?

HERMAN
Who has a pin?

Keltner chuckles.

FRANZ
You can laugh. He isn't always
after you for something.

KELTNER
No?

He fishes in a pocket and pulls out a large piece of chalk, holds it up.

FRANZ
What's that?

KELTNER
Chalk.

FRANZ
What for?

KELTNER (shrugs)
Says he can mash it into a
powder and put it on his face.

Herman stops fanning along enough to ask ...

HERMAN
Where'd you get it?

KELTNER
From a guard.

Astonished, Herman and Franz look at him questioningly.

KELTNER
(lowers his voice)
A very bad Nazi. Still has a heart.

Herman and Franz smile. Then Franz holds up his tattered coat.
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FRANZ
I wish he'd have a heart and use someone
else's coat. Or better yet -- his own.

KELTNER
(looking o.s. and nodding)
Ask him.

WIDER ANGLE - FAVORING HELMUT

As he comes flapping up, stil munching on the piece of bread given to him
by the Big Prisoner. Keltner holds out the chalk to him.

KELTNER
Finally got it.

Helmut takes it and examines it in a very professional manner. Herman

and Franz exchange looks. Keltner waits for Helmut to speak.

KELTNER
(a little annoyed)
Isn't that what you wanted?

HELMUT
(holding up the chalk)
This will do more for the act
than anything. Wait'll you see!

KELTNER
(a sigh of relief)
For a moment there you had me worried.

FRANZ
(indicating bread Helmut's nibbling on)
I see you got smart.

HELMUT
His concience bothered him.

KELTNER
I thought he would kill you when
he saw what you had done to his shoes.

HELMUT
(sheepishly)
So did I.

The men laugh.

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FRANZ
I don't know what I'm laughing at ...
look at what he's doing to my coat.
(holds it up)
Look at it! Yesterday a button off.
And you've got it ripped here under
the arm. Besides all that falling down
isn't doing it any good.

HELMUT
(firmly)
I've got to have it. It is the only one
I can get on and still is tight enough
to look funny.

FRANZ
At the rate you are tearing it up,
it's going to look a lot funnier.

ANOTHER ANGLE

SHOOTING PAST Helmut and group and in f.g. toward the main yard,
where we see Galt and Uhlmann approaching. During the ensuing
dialogue, Galt spots Helmut, nudges Uhlmann and together they come
toward him.

KELTNER
Give in, Franz. You know he's going
to talk you out of it again.

HELMUT
I'll be careful. I swear. Besides, I've
got to have it. I explained before...
a clown can't change his costume.
It's his trademark.

FRANZ
I know ... I know ... but ...

Galt and Uhlmann join the group, looking to start trouble.

GALT
(interrupting)
Why should he give it
to a Jew clown? Right, kid?

FRANZ
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That's got nothing to do with it.

GALT
What's the matter with you bastards
anyway? All he ever did for us was
cause trouble, but for them ...
(nodding toward the other side)
... he can't do enough.
(a beat)
I say he's one of them.

KELTNER
(cooly)
If he were, he'd be over there

Through this Helmut remains silent -- his eyes focused on the coat.

GALT
That's where he belongs.

Franz and Keltner get to their feet. Herman remains seated.

FRANZ
What're you so hot about? It's no skin off your ...

UHLMANN
(cutting in)
We've got a good reason for not liking them.

GALT
If it wasn't for them ... we wouldn't be in here.

This surprises the men. Herman gets to his feet.

HERMAN
What'd you mean?

UHLMANN
A bunch of them got picked up with papers
we'd sold them. And what'd they do?
Turn us in, they did. The ungrateful ...

KELTNER
So that was it! Counterfeit papers.
I can imagine the prices.

GALT
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Supply and demand, Reverend.

Supply and demand.

Deliberately, Franz hands his coat to Helmut.

FRANZ
Take it, Doork -- anytime you want it.

Helmut accepts the coat ... nodding his head in the gracious manner of a
ruler accepting homage from a faithful subject. He turns smartly and
slowly struts away with as much dignity as he can muster in his big shoes
which flap with every step he takes. The others stand and stare at Galt
and Uhlmann.

UHLMANN
What's so terrible about what we did?
Lot of them got out of the country with our
papers. They were damn good counterfeits.

Keltner, without a word, turns and goes off after Helmut.

GALT
(calling to Keltner, very proudly)
And what's more, we never
charged for children. Never.

MED. SHOT - HELMUT, KELTNER

As Keltner catches up with Helmut. The CAMERA MOVES BACK as they

walk along the side of the barracks toward the door.

KELTNER
I've been meaning to ask you.
Heard anymore about the request
for a review of your case?

Helmut doesn't hear him as he's deep in his own thoughts.

HELMUT
Did you hear the laughs
I got yesterday?

Keltner nods.

HELMUT
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Not just from the children ... but the

adults, too. You know where a lot of
clowns make a big mistake? They play
just for the children. They forget ... it's
the parents, the adults that buy the tickets.

KELTNER
Never thought of that.

Helmut stops, faces Keltner, a sly smile on his face.

HELMUT
They said I couldn't come up with anything new.

Keltner looks puzzled.

HELMUT
At the circus. Schmidt and the rest. Wait'll they
see my act now. It's funny. Really funny.
(a beat)
Isn't it?

KELTNER
The children certainly enjoy it.

Helmut begins to move along again with Keltner following.

HELMUT
What I needed was time. Time to concentrate
on new material. A man's got to have time alone.

KELTNER
(glancing around)
You call this being alone?

Helmut takes a few more steps then stops short.

HELMUT
Do you think ... maybe ... they'd let
me go to other camps and entertain?

Keltner is about to say something ... but shrugs his shoulders. He knows
there's not much point in trying to make Helmut look at things the way
they really are. Helmut starts to walk again.

HELMUT
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I'd have to get to the Commandant.

Would need his permission.

They arrive at the steps to the barracks. Helmut swings Franz's coat over
his shoulder as he starts up the steps.

HELMUT
If you have time later, I'd like you to see something
I've been working on. I hunch down and do a
tiny soldier parading. Think they'll like it?

KELTNER
(pointedly)
Who? The adults?

HELMUT
(matter of fact)
The children, of course.

KELTNER
I thought the smart clown
only played to the adults.

Helmut, caught in a contradiction of his own “theory” of clowning, gives

Keltner an annoyed look, then goes into the barracks letting the door slam
behind him.

CLOSE SHOT - KELTNER

As he stands at the bottom of the steps -- he shakes his head and smiles
as he marvels at the change taking place in the pompous Helmut as the
little gentle clown within him struggles to emerge.

DISSOLVE TO:

EXT. PRISON YARD - PAN SHOT - CHILDREN - DAY

The CAMERA is PANNING across the faces of about forty children behind
the fence as they watch Helmut o.s. Some of them are laughing; some
clapping; some squealing with glee, and a few just watching quietly, but
with laughter in their eyes. Behind them, near the barracks on the non-
Aryan side, a number of adults also are looking on, but they hang back,
fearful that getting too close to the fence might provoke the always
anticipated wrath of the guards.

EXT. PRISON YARD - FULL SHOT - DAY

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We see now that Helmut on his side of the fence is performing for the
children on the other side of the menacing barbed wire fence. Behind him,
also at a safe distance because they still aren't certain of the official
reaction to all of this, a number of his fellow political prisoners are
watching his antics. But, in spite of his talk about the importance of
playing to the adults -- it is the children that Helmut plays to -- and it is
for their laughter that he listens. The CAMERA MOVES IN to --

MED. FULL SHOT - HELMUT

And we see that he has used the chalk to whiten his face. With charcoal
he has blackened his eyebrows, formed a wide black mouth and drawn
lines down over his eyelids to his cheekbones, giving him the appearance
of a clown at once sad and happy. At the moment he is coatless, but
Franz's coast lies nearby on the ground. For the stunt he is doing now
Helmut carries the remains of an old broom and a piece of cardboard. He
is trying to sweep a small heap of dirt he has gathered onto the cardboard,
but each time he tries, the dirt goes over the cardboard and he mus sweep
it into a pile again. After a few attempts he feigns exasperation and
ponders the problem. Inspiration comes. He sweeps the dirt into a pile
again, bends over and very carefully sweeps it into the front of one of his
shoes, holding up the split top to let it in. This accomplished, he is very
proud of himself, but when he tries to take a step, some of the dirt comes
out. Frustrated, he ponders again, and again has an inspiration. He
removes the shoe and puts it under his arm. But as he walks away with it,
all the dirt slides out through the open toe. The children roar with delight.

CLOSE SHOT - LITTLE GIRL

She is a flaxen-haired youngster of about five who holds a weathered rag

doll as she jumps up and down for sheer joy at Helmut's performance.

CLOSE SHOT - LITTLE BOY

He is a completely delighted boy of perhaps seven. Each time Helmut does

something he particularly enjoys he hugs himself and spins around.

CLOSE SHOT - BROTHER AND SISTER

The girl is no more than four; the boy about eight. He clings to her hand
as they watch Helmut, unsmiling, perhaps not understanding. The boy
looks at his sister, and a tiny smile tugs at her mouth. The boy smiles
back. The girl giggles. The boy laughs outright. They have re-discovered
happiness. They look back at Helmut, both laughing.

CLOSE SHOT - SISTERS

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The older girl is ten or eleven; her sister five or six, tugs at her arm, and
the older girl bends down to her. The younger girl whispers to her,
pointing to Helmut, and the older girl picks her up. The little one puts her
arms tightly around her sister's neck. Both laugh merrily.

MED. FULL SHOT - HELMUT

He is putting on Franz's too-small jacket. He tries to button it, but it won't

go around him. He sucks in his belly, but then his pants begin to slip, and
he grabs at them with an embarrassed look at the laughing children.

Deciding that the only way to button the coat is to hunch his shoulders, he
tries that, but now his shoulders must remain hunched. He manages to
pick up the broom and puts it over his shoulder, playing soldier. But when
he tries to snap to attention, the coat pops open again, bringing another
roar of laughter from Helmut's audience.

Now he marches a few steps toward the CAMERA, stops, snappily puts the
rifle down at rest position and salutes -- knocking himself flat. Another
roar of laughter. As it swells, we --

PAN SHOT - JEWISH PRISONERS

The laughter o.s. continues to swell as the CAMERA PANS across the faces
of the adult Jewish prisoners huddled near their huts. They smile,
fearfully at first, then break into timorous laughter.

ARYAN PRISONERS - PAN SHOT

As the laughter swells even more, the CAMERA MOVES over the faces of
the political prisoners on Helmut's side of the camp. They, too, are
laughing -- some tolerantly; some at Helmut rather than with him, but
they are laughing.

As the laughter continues to SWELL, the CAMERA PANS over to yard-

guard. He is trying very hard not to laugh. The result is a self-concious
giggle.

As the laughter grows even louder, the CAMERA PANS as though wafted
on the waves of laughter, up to a guardtower, and we see two rifle-armed
soldiers in the tower watching the performance below them. They gesture
in Helmut's direction and laugh.

The CAMERA continues to PAN over to the administration building and UP

to an open window on the second floor.
CUT TO:

INT. COMMANDANT'S OFFICE - FULL SHOT - DAY

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LT. SCHARFF, handsome, mid-30's, stands with his back to CAMERA at an

open window in a small, but luxuriously furnished office. The window
through which he is looking opens onto the prison yard. An AIDE pokes
his head in the doorway.

AIDE
(in a loud whisper)
He's coming back down the hall.

Scharff nods, quickly closes the window, gives a look around the room,
and follows the Aide out.

CUT TO:

INT. COMMANDANT'S OUTER OFFICE - FULL SHOT

As Scharff comes through the door from the adjoining room. The Aide is
standing in front of a small desk. Scharff takes his position beside the
door into the outer office. They wait. After a beat, the room's other door
opens and in comes COL. HEINRICH BESTLER, a slightly built, pinch-faced
SS officer in his 50's. Scharff and Aide spring to attention and give him
the salute.

SCHARFF AND AIDE

Heil Hitler.

BESTLER
Heil Hitler.
(striding into his inner office
as he passes Scharff)
Come in.

CUT TO:

INT. COMMANDANT'S OFFICE - FULL SHOT

Bestler goes directly to the desk and sits down. Scharff stands at
attention just inside the door.

BESTLER
Oh, stand at ease.
And, close the door.

Scharff closes the door and moves over to stand near the desk.
BESTLER
I don't have to tell you why your Commandant
was relieved of his command here. This prison
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is a disgrace. Disgrace! The latitude allowed

by him will not be tolerated by me. Understand?

Scharff nods his head. Bestler gets up from the desk and walks around it.

BESTLER
That includes the staff. I'm going to
turn this place into a model prison, a
credit to the Reich. Understand?

Scharff again nods his head.

BESTLER
Speak up.

SCHARFF
Yes, Colonel.

Bestler returns to his desk, sits, and opens a folder. He glances up to

study Scharff.

BESTLER
This isn't the first prison the SS has had
to take over from the military. Military
men are too soft to deal with those ...
(he nods toward the window)

Scharff starts to speak but quickly changes his mind.

SCHARFF
Yes, sir.

BESTLER
You were about to say something?

SCHARFF
Oh ... I ... was just going to say that I didn't
hold with the soft treatment of the prisoners.

BESTLER
Good!
(taking papers from folder)
Our first order of business is to prepare ...

He is interrupted by the SOUND of laughter o.s. He turns slightly and

looks curiously at the window, then turns back to read from the papers in
the folder.
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BESTLER
Our first order of business is to prepare all
non-Aryan prisoners for shipment in two weeks.

SCHARFF
Where are they being sent, Colonel?

BESTLER
Work camps.

Again the SOUND of laughter from o.s. and Bestler looks quickly at the
window, irritated. Scharff, uncertain of his superior's reaction, tries to
cover up.

SCHARFF
(speaking a little louder)
But we have about 40 children, some only
babies, with more scheduled to arrive
tomorrow or the next day. They're
not going to be much use in a work camp.

BESTLER
(his attention diverted back to Scharff)
I'm aware of that. This order covers only
the adult prisoners over fifteen. We won't
have to wet nurse the children for long.
Other plans are being made for ...

Again he is interrupted by the laughter o.s.

BESTLER
What is that?

Before Scharff can answer, Bestler goes to the window and opens it.

PRISON YARD - LONG SHOT

SHOOTING PAST Bestler through the window, we can see Helmut

performing for the children. Bestler watches for a moment.

BESTLER
What is that supposed to be?

BESTLER, SCHARFF - MED. SHOT

Scharff goes to the window and looks over Bestler's shoulder.

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SCHARFF
That! Well, you see, sir, one of the
prisoners used to be a circus clown.
Sometimes he gives a little ... well ...
a sort of show -- for the children.

BESTLER
(turning away from window)
A show! Is this a prison camp
or a traveling circus!
(he looks out window again)
Am I correct in assuming that
those children are on the
non-Aryan side of the camp?

SCHARFF
(almost in whisper)
Yes, sir.

BESTLER
(leaving window)
And the ... buffoon? A German?

SCHARFF
Yes, Colonel.

Bestler sits on the side of the desk and looks at Scharff, who tries very
hard not to show how uncomfortable he is.

BESTLER
Am I to believe you aren't aware
of the general order absolutely
forbidding fraternization?

SCHARFF
(not worried)
I know about it, sir.

BESTLER
Close the window.

Scharff carefully closes the window. Bestler walks around desk to stand
leaning against the wall.

BESTLER
Just what do you think fraternization
means, Lieutenant Scharff ?
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SCHARFF
Communication. Social contact.
Giving aid, talking ...
(shrugs helplessly)

BESTLER
How long has this been going on?

SCHARFF
Just the last two or three weeks.

BESTLER
And the Commandant approved?

SCHARFF
Well, sir, children are very hard to handle.

BESTLER
This clown! Who is he?

SCHARFF
(trying hard to remember)
It's ... I know. It's Doork, the Great.

BESTLER
Not his clown name, you idiot.
His number. His identification.

SCHARFF
If I have the Colonel's permission
to leave, I will check it at once.

BESTLER
Later. Right now I want these
performances halted. Understand?

SCHARFF
Yes, sir.

Bestler begins shuffling papers from the folder. Scharff, uncertain

whether he has been dismissed or not, hesitates. Bestler glances up.

BESTLER
(shouting)
Immediately!
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SCHARFF
Yes, sir !

He salutes and bolts from the room, almost crashing into the door in his
flight.

CUT TO:

PRISON YARD - FULL SHOT - DAY

Shooting past the children in f.g. to Helmut through the fence, as he bows
to the applauding youngsters. Behind him we can see a number of
soldier-guards coming through the cordon of watching prisoners, and
waving them to disperse. They do so reluctantly, as the guard from
Helmut's barrack moves forward to Helmut, who is just about to start
another routine.

GUARD
(shouting)
That's all. Show's over.
Everybody clear out.

Helmut stops, startled.

MED. SHOT - HELMUT, GUARD

ANGLED to include children across the fence.

HELMUT
What's wrong?

GUARD
(to Helmut)
Get back to the barrack.
(to children)
You heard me. Show's over.

The children don't move, but stand staring at Helmut as if waiting for him
to tell them what to do. This frustrates the guard, who isn't accustomed
to being questioned.

GUARD
Go on. Get away.

Still the children refuse to budge. Angry, the guard goes close to the
fence, waving his arms at them.
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GUARD
Move, damn it, before I
come over there and ...

The youngsters scuttle back a few feet fearfully, but there they stop, their
eyes still on Helmut. The guard turns to Helmut.

GUARD
Get them moving before
somebody gets hurt.

Helmut goes up to the fence and speaks to the children softly.

HELMUT
That's all the show for
today. Go back inside.

The children back away with long faces. Finally convinced that Helmut is
through, they turn and wander back toward their barracks, but with many
a backward look at him. Helmut continues to encourage them, as the
guard looks on.

HELMUT
That's right now, go along.
I'll see you tomorrow. Goodbye.
Goodbye. Until tomorrow.

Many of the children wave to him. The guard takes Helmut by the arm,
turns him toward the barrack and hustles him off.

MED. TWO SHOT - HELMUT, GUARD

The CAMERA MOVES BACK as they come toward it, the guard firmly
propelling Helmut along.

GUARD
Get inside and take that stuff off your face.

HELMUT
I don't understand. What's the matter?

GUARD
Orders. No more shows.

HELMUT
You mean ... not ever?
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GUARD
That's right.

HELMUT
But we weren't doing any harm.

GUARD
The Commandant thinks you are.

HELMUT
The Commandant?

GUARD
The new Commandant. He minds.

HELMUT
Just because I make them laugh a little ...

GUARD
You know the rule ... no mixing with Jews.

HELMUT
I wasn't mixing! I was only ...

The guard stops him and turns him so that they are face to face. The
CAMERA MOVES UP TO --

TIGHT TWO SHOT - HELMUT, GUARD

GUARD
(quietly, threatening)
Look, it's not my order.
It's the Commandant's.
(more kindly)
Now do what I tell you and
save yourself a lot of grief.

He pushes Helmut toward his barrack and then turns and walks off, the
CAMERA PULLING BACK to --

WIDER ANGLE

Helmut watches the guard go, then, dejectedly, shuffles toward his
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barrack. As he nears it, Keltner, Franz, Adolf, Herman, Ludwig, and the
other regulars intercept him.

MED. SHOT - GROUP

They crowd around Helmut, anxious to know what's happened.

FRANZ
What happened?

HELMUT
(still bewildered)
He says I've got to stop -- with the children.

KELTNER
(nodding)
I've been expecting it.

LUDWIG
Because they're Jews?

KELTNER
Because of the laughing.

HELMUT
Why should that bother them?

KELTNER
When you rule by fear, laughter is the
most frightening sound in the world.

Silently the men walk up the steps and into the barrack, the CAMERA
PANNING with them until we ...

DISSOLVE TO:

EXT. PRISON YARD - FULL SHOT - DAY

It is a warm, sunny afternoon and most of the prisoners on both sides of

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the fence, are out warming their weary bones. On the Aryan side, a
number of prisoners, including Ludwig and Herman, are having a
makeshift soccer game using a bound bundle of rags for a ball. They play
with fierce rigor for such emaciated men, yelling at each other and kicking
up clouds of dust as they try to work off their frustrations. On the non-
Aryan side of the fence, the children, now about 50 in number, are
grouped near the wire barricades staring across it, their faces dour. It
appears they are watching the game.

MED. LONG SHOT - CHILDREN

Shooting past the soccer players in f.g. toward the fence. Through the
men we can see the children, but the play moves away from them. They
continue to stare straight ahead, obviously watching something else.
Suddenly many of them press close to the fence straining to see.

CUT TO:

EXT. BARRACK “H” - CHILDREN'S POV

Helmut can be seen standing in the doorway. After a beat, he quickly

retreats back into the barrack.

CUT TO:

INT. BARRACK “H” - DAY

The CAMERA MOVES BACKWARD down the aisle between the bunks as
Helmut walks dejectedly down the aisle, nervously fingering his white
ascot. The barrack is empty except for Keltner, who is arranging the
sprouts of his potato plant over a little trellis of sticks. Helmut turns and
walks back up the aisle to stand in front of Keltner.

HELMUT
I can't go out there. I can't take
another day of them staring at me.

KELTNER
They'll get over it. Disappointment
is no stranger to those children.

HELMUT
They look at me as though it was all my fault.
Haven't they been told why I can't ...

KELTNER
I'm sure they have.
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HELMUT
Then why do they stare?

KELTNER
(holding up the plant)
It's amazing how a thing like this
can feed off itself. Think how lucky
we would be if we could do that.

Helmut glances disinterestedly at the plant as he reaches up to his bunk

and brings down the coat belonging to Franz. He holds coat up for Keltner
to see.

HELMUT
I sewed a button on. Look all right?

KELTNER
(inspecting coat)
Fine.

Helmut gently pats the coat, then folds it and puts it back on his bunk.

HELMUT
I did make them laugh. Didn't I?

Keltner nods.

HELMUT
(continuing; angrily)
I wish they'd get them out of here.
Prison is no place for little children.

KELTNER
We've been all over that before.
You've got to stop thinking about them.

HELMUT
(trying to convince himself)
You're right! I've got to think of myself.

Keltner puts the plant under his bunk and gets up.

KELTNER
It's too hot in here.
I'm going to get some air.

HELMUT
Johann ... do you think there's any possible
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way I could talk to the Commandant.

Maybe I could make him understand ...

The sentence trails off as Helmut realizes how useless his suggestion is.

KELTNER
There's nothing you can do ... but forget.

HELMUT
How can I! They were my own very
special audience. And now they stare
at me as if I had betrayed them.

KELTNER
They're children, Helmut. You can't expect
them to understand the madness of adults.

HELMUT
(sudden thought)
If I could talk to them. To the children
themselves -- that would help, wouldn't it?

Keltner doesn't answer but he watches Helmut with new interest.

HELMUT
If I explain it to them -- then
they'll know I am not mad at them.

KELTNER
(very deliberately)
You go near that fence once again ... and
you're taking your life in your own hands.
You know that as well as I do.

HELMUT
(pleading)
I would just need a minute.
A minute to talk to them.

Helmut goes to the door and looks out.

CUT TO:

LONG SHOT - CHILDREN AT THE FENCE - HELMUT'S POV

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The children are still pressed against the fence, still trying to get a glimpse
of Helmut.

CUT TO:

MED. SHOT - BARRACK “H”

Helmut stands just inside the doorway ... looking out.

HELMUT
I wish to God I didn't care.
I wish to God I could forget them.

Helmut walks back to Keltner.

HELMUT
But I can't.

Helmut looks at Keltner, his eyes pleading for help.

KELTNER
I'm going to ask you a question, Helmut, and
I want you to think carefully before you answer.

Helmut nods.

KELTNER
The reason you can't get them out of your mind --
is it because you need them -- for you audience?

Helmut drops his eyes as he attempts to find the right answer.

KELTNER
I want the truth.

HELMUT
(after a moment)
I know I can't perform for them anymore. I know that.
(a beat)
I really don't know what the reason is. I think it's
got something to do with ... well, I don't want those
little ones to think I've turned against them, too.
That's why I've got to do something. Something.

Keltner studies Helmut for a moment.

KELTNER
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You'll be taking a chance. A great chance.

Helmut nods that he know this.

KELTNER
(very definite)
All right! Come on then.

HELMUT
Where are you going?

KELTNER
You want to talk to the children?
Well, I think I can help you.

HELMUT
There's no reason for you to get involved in this.

KELTNER
Reason? When war is waged against children!
That is reason enough for the whole damn world
to get involved. And it will, believe me, it will.

Keltner puts his arm around Helmut's shoulder. Helmut grins, a broad grin
of thanks.

KELTNER
So, come on, Doork the Great,
let's start getting involved.

They both walk quickly to the door.

CUT TO:

EXT. HELMUT'S BARRACK - DAY

As Keltner and Helmut come out. In the b.g. we can see the soccer game
still going on, the players shouting excitedly at each other. Keltner
surveys the scene for a moment.

KELTNER
Wait here.

He moves down the line of barracks toward the mess hall.

EXT. PRISON YARD - FULL SHOT - DAY

As Keltner moves among the men lounging around the barracks, talking
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and watching the soccer game. Trying to appear as nonchalant as

possible, we whispers something to a group of prisoners. They glance
back at Helmut and then nod. Keltner moves on to another group, taking
care to avoid the two yard guards, one of which is the guard in charge of
Barrack “H”. Again Keltner murmurs something to the other prisoners,
and again they look at Helmut and nod assent. Keltner goes on to another
group. As he does, the men in the first group casually disperse and start
across the yard toward the fence, moving around the soccer players. One
of them goes up to Ludwig, who is playing in the match, and whispers
something to him. Ludwig nods, and the other prisoners move away.
Ludwig runs off chasing the “ball”.

MED. SHOT - LUDWIG

as he storms into a clutch of players, including Galt, all kicking at the

“ball”.

LUDWIG
(low to Galt)
Kessler is going to talk to
the children. Cover him.

GALT
(mean)
Who says so?

LUDWIG
(evenly)
The Reverend says cover
him ... so we cover him.

The players around Galt give him a meaningful look and he gets their
message.

GALT
All right! I was just asking.

FULL SHOT

As Keltner's plot takes shape, we see a dozen or so prisoners wander,

apparently aimlessly, across the yard and form a spectator's section for
the soccer game with their backs to the fence, thus providing a shield
between the children and the guards. The game picks up tempo, but the
play somehow stays in the center of the yard, strengthening the shield.

MED. SHOT - HELMUT

As he watches the plan in action. Keltner rejoins him.

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KELTNER
You know what to do?

Helmut nods.

KELTNER
Stay behind the men and keep an eye
out for the guards on the other side.

HELMUT
Right.

KELTNER
Make it quick. You won't have much time.

Helmut nods again and starts away, but Keltner stops him.

KELTNER
And Helmut, keep the children
quiet. We don't want trouble.

Helmut nods and moves off across the yard. The CAMERA FOLLOWS him
as he circles around the soccer players, trying to look as if he is just
wandering over to join the other spectators. As he nears the other side,
the children spot him and react, pressing closer to the fence and pointing
to him.

MED. LONG SHOT - HELMUT

Shooting past the children in f.g. toward Helmut as he nears the line of
prisoners, who continue to ad lib shouts of derision and encouragement to
the soccer players. The children begin ad libbing cries of greeting to
Helmut. He puts his fingers to his lips to silence them and takes his place
in the line with his back to them.

MED. SHOT - HELMUT

as he stands pretending to watch the soccer game with the others.

HELMUT
(shouting)
Kick it, Ludwig. Kick it!

The prisoner next to him gives him a sidelong glance and nods almost
imperceptibly. Quickly, Helmut ducks behind the line.
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MED. SHOT - HELMUT

Behind the line as he scurries, bending over, to the fence. The children
flock to him. The CAMERA FOLLOWS him to the fence.

CHILDREN
Doork, Doork, Doork is back.
It's Doork. It's Doork.

Helmut tries to silence their squeals of delight. Holding a finger to his lips:

HELMUT
Shhh. Shhhh. The guards ...

The children quiet down and press closer to the fence. Helmut drops to
his knees, looking around.

CHILDREN
Do a trick, Doork. Please,
Doork, please, please.

HELMUT
No, no. I can't. The guards won't let me.
Not now. Maybe some other day.

CLOSE SHOT - LITTLE GIRL

This is the same flaxen-haired little five-year-old with a doll we saw

before. She regards Helmut solemnly.

LITTLE GIRL
They're bad.

MED. SHOT - HELMUT, CHILDREN

Smiling wryly at the simplicity of this appraisal, Helmut reaches through

the fence and pats the head of the girl's doll.

Eager to touch Helmut, another child take his hand, others grab at his
arm. Still other youngsters, following this lead, try to reach through the
fence to touch him. Obviously enjoying this adulation, Helmut takes as
many of the little hands as he can, squeezing them affectionately. Only
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one group of eight children hangs back. They do not seem to understand
what this is all about. Their little faces are fearful, yet they are fascinated
by Helmut. Suddenly one little boy gives a yelp of pain and backs away
from the wire, clutching his forearm.

HELMUT
What is it? What happened?

LITTLE GIRL
He hurt himself.

Wide-eyed with fright, the little boy takes his hand away from his arm to
reveal a nasty looking scratch from one of the barbs on the fence. Seeing
his own injury, the youngster bursts into tears.

HELMUT
Shhh. Shhh. Don't cry.
It's going to be all right.
(to the other children)
Be careful when you're near this fence.

He consoles the little boy, who continues to cry and holds up his wounded
arm for Helmut to see. Helmut looks around frantically, as if hoping to
find help somewhere. Then he quickly removes his ascot -- his precious
trademark, the symbol of his self-accorded status -- and hands it through
the fence.

HELMUT
Here, wrap this around it.
I'll make it all better.

The little boy goes on crying, but some of the other children take the
cravat and fashion it into a crude bandage around the youngster's arm. It
fails to silence the boy's crying, however.

HELMUT
(continuing; worried)
Hush now. Stop crying. Please.
Look ... Look at this.

He begins shuffling around on his knees, imitating a duck in an effort to

appease the crying child. As he goes, Helmut quacks softly. The boy stops
crying, but his face remains unhappy. The other children laugh in spite of
Helmut's efforts to keep them quiet, all but the group of eight youngsters
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who only stare at Helmut in awe. Seeing that he is making progress with
the crying child, Helmut next pulls his coat up over his head and, still on
his knees, moves around like a headless man, groping ahead with his
hands.

CLOSE SHOT - LITTLE BOY

His frown gradually dissolves and, in spite of his sniffling, he smiles,

timorously at first, then broadly. Finally, he laughs.

MED. SHOT - HELMUT, CHILDREN

Helmut shrugs his jacket back into place and smiles at the boy.

HELMUT
There, that's better.
No more crying now.

For the first time he notices the other group of frowning children. Among
the other smiling and laughing youngsters, they seem to stand out. When
Helmut fastens a quizzical look on them, they back away a little, fearfully.

HELMUT
What's the matter with them?

LITTLE GIRL
They're new. We can't understand them.
All they do is cry.

OLDER BOY
They're all the way from Czechoslavakia.

The eight just start at him wordlessly, their fear naked in their eyes.

HELMUT
(to the silent ones)
There's nothing to be afraid of.
Everything is all right.

When there is no reaction from the children, who obviously don't

understand him, Helmut looks over his shoulder, wondering if he has time.

MED. LONG SHOT - PRISONERS - HELMUT'S POV

The prisoners are still rooting for the soccer players, but as Helmut looks,
Adolf, in the middle of the cheering section, turns and sees him.
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ADOLF
(a hushed call)
Hurry up.

MED. SHOT - HELMUT, CHILDREN

Helmut nods to Adolf and then turns back to the youngsters, afraid but
still unable to tear himself away.

HELMUT
Here. Look. I'll show
you ... No noise now.

In pantomime, he pretends to pull a hair from his head and threads it

through an imaginary needle. Finally accomplishing this, he pretends to
be sewing a button on his jacket, holding the thumb of his left hand under
the button while he sews with his right. When he has finished, he
pantomimes that he has sews his thumb to the jacket. He pretends to be
embarrassed and tries to hide his hand in his trouser pocket, but in order
to put his hand in his pocket the jacket goes too. The children giggle, then
roar with laughter at his frantic efforts to detach his thumb from his
jacket.

The silent children press closer to watch Helmut's antics. Some look at
each other and smile, then grin. Suddenly the entire group is laughing.
Helmut holds up his hands for silence, but the grin on his face says he
loves it.

HELMUT
No, no, be quiet. Be
quiet. Shhh. Shhhh.

The children go on laughing as if this is just part of the game.

MED. LONG SHOT - TOWER GUARDS

The SOUND of the children's laughter floats up to two guards in a tower

on the non-Aryan side of camp. One of them, who has been watching the
soccer game below, nudges his partner and points down to Helmut.

LONG SHOT - PRISON YARD - GUARDS' POV

Between the children at the fence and the line of soccer spectators we can
see only the top of Helmut's head bobbing up and down. But that is
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enough.

MED. LONG SHOT - TOWER GUARDS

After a long look, one of the guards picks up a telephone and starts to
make a call.

MED. SHOT - HELMUT, CHILDREN

Helmut seems to have thrown caution away under the stimulus of the
children's laughter. He is on his feet trying a hand spring. He lands flat on
his back, but rolls over on his side and grins broadly at his audience, which
laughs appreciatively. This is the old Doork. Their Doork. Again Helmut
tries the hand spring and again he flops.

FULL SHOT - PRISON YARD

A HIGH ANGLE with Helmut and the children in f.g. and beyond them the
Aryan side of the yard. The soccer game is still in progress, with the
spectators on both sides of the action whooping it up. Then in b.g. we see
two soldiers, two SS officers, and the guard in charge of barracks “H”,
come bursting through the spectators near the huts and into the game
itself. The players slowly subside as they realize what is happening. They
watch the guard cross the yard. The cheering trails off, and the yard
becomes strangely quiet, the prisoners' warning to Helmut.

MED. SHOT - HELMUT, CHILDREN

Oblivious to all this in his joy at performing for the children again, Helmut
is just pretending to slip on something underfoot. His arms flay the air as
he tries to regain his balance, but he falls. Through this, however, the
children seem to be watching something behind Helmut, and when he
lands on the ground, they do not laugh.

Again their faces are frightened as they look o.s. Helmut looks at them,
puzzled. Then, realizing that something is wrong, he turns and looks up
from the ground.

ANOTHER ANGLE

SHOOTING PAST Helmut in f.g. toward the guard, SS men, and soldiers,
who have come through the line of spectators and stand glowering at him.
The prisoners have moved back, warily watching for the next move.

GUARD
You wouldn't listen, would you?

Almost wearily, he goes to the fence. This isn't something he likes, but his
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authority is at stake here, and he has no choice. As the CAMERA PANS him
to the fence we see that some non-Aryan adults have drifted over to see
what the disturbance is.

GUARD
(continuing; to the children)
Go on. Get back.

The children don't move. Their eyes are on Helmut. The guard shouts
over to the adults standing behind the children.

GUARD
You back there, get them out of here.

The adults begin to gather up the children.

HELMUT
They had nothing to do with it.
It was all my doing.

The guard turns and comes up to face Helmut. He studies him for a
moment, then hits him a vicious backhand slap across the face. Taken by
surprise, Helmut staggers backward and falls. A murmur runs through the
prisoners. The children still near the fence, cry out with alarm. Seeing
their terror, Helmut is determined to make it look like just another act.
With a painful effort he gets to his feet, smiles at the children, turns and
salutes the guard, knocking himself down again. A couple of children
giggle. The FIRST SS OFFICER quickly steps forward to stand behind the
guard.

He holds a swagger stick in his right hand, which he repeatedly whacks

into the palm of his left hand. He looks down at Helmut.

FIRST SS OFFICER
Get up.

Helmut struggles to his feet. He glances over at the children. They are all
watching him. He takes a deep breath, winks at the little ones, then
salaams before the SS Officer and the guard. Some of the children giggle.
This infuriates the SS officer. He raises the swagger stick and brings it
down hard on Helmut's head knocking him to his knees. The children
scream with terror. The SS Officer raises the stick to hit Helmut again, but
Keltner, in an almost instinctive reaction, catches hold of his arm.

KELTNER
The children!
Not in front of the children!
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TWO SHOT - FIRST SS OFFICER - KELTNER

The SS Officer turns and brings the stick down on Keltner. He hits him
over and over, each blow more vicious.

MED. SHOT - HELMUT - FRIGHTENED CHILDREN IN B.G.

Helmut turns away from the beating, pulls his jacket up over his head and
starts to walk around like a headless man stumbling and falling over his
own feet. The children, many still screaming, turn their eyes away from
the SS Officer to watch Helmut's antics.

FULL SHOT - FRANZ, GALT, UHLMANN, LUDWIG, ADOLF, HERMAN AND

OTHER PRISONERS

The horror-stricken men stand frozen as the SS Officer continues to hit

Keltner until he drops to the ground. Suddenly Franz breaks away from
the men and charges at the First SS Officer.

MED. SHOT - SS OFFICER - FRANZ

Franz runs INTO CAMERA and attempts to stop the First SS Officer. The
Second SS Officer whips his pistol out, aims carefully and FIRES a shot
into Franz's head.

VARIOUS SHOTS OF THE PRISONERS

Uhlmann stands speechless and dumbfounded. Galt cowers. Beads of

perspiration pour from his brow. Adolf weeps bitter tears as Herman
places his arm around his shoulder to comfort him, and himself as well.
Ludwig, dead to any emotion, simply turns and walks away into the
crowd.

MED. SHOT - HELMUT

Helmut is now, more than ever, the clown, as he goes into a frenzied
version of the “Clap Dance”. The complete incongruity of his behavior
leaves the spectators stunned.

WIDER ANGLE - SHOWING THE CHILDREN IN B.G.

The children are no longer screaming, instead they are watching Helmut
as though they are hypnotized.

FULL SHOT - HELMUT, GUARD, SS MEN, OTHER GUARDS

The guard, fully aware that the sadist SS men may take action against
Helmut, quickly motions for two of the other guards to take Helmut away.
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The First SS Officer, still panting with exhaustion, shows his approval of
the action taken by the guard. The two guards seize Helmut by the arms
and begin dragging him off toward the administration building. The
prisoners move away before the guards holding Helmut, forming a sort of
line of march for them. As they drag Helmut along, he waves back at the
children, makes a funny face and moves his feet in something approaching
a dance step.

DISSOLVE TO:

INT. SOLITARY CONFINEMENT CELL - NO LIGHT

SHOOTING FROM THE BACK of the cell toward the door. The cell is about
eight feet long and four feet wide with a steel door at the far end. The cell
is bare. We HEAR men approaching, and a guard opens the door letting in
a shaft of bright light. Two guards hoist the unconcious Helmut into the
cell and drop him onto the floor.

CLOSE SHOT - HELMUT

He lies in a heap on the floor, his face swollen from a severe beating.

MED. SHOT - CELL

The guards walk out, slamming the door shut leaving the cell pitch dark.

DISSOLVE TO:

CLOSE SHOT - WINDOW WITH WINDOW SHADE

Window shade quickly rolls up letting in a steam of blinding sunlight.

INT. COLONEL BESTLER'S OFFICE - DAY

Lt. Scharff is by the window, having just rolled up the window shade.
Colonel Bestler is on the phone and obviously exasperated by what he is
hearing.

MED. SHOT - BESTLER, SCHARFF

BESTLER
(on phone)
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Yes.
(pause)
Yes. Yes, I understand perfectly.
However, I don't see how we
can be held responsible.
(pause)
Our orders were very clear.
We were to have the freight car
ready to be picked up at midnight.
(pause)
Of course, I'm aware the
operation must be kept secret.
(pause)
I just don't have the staff to send
down there now and ... Yes, I'll wait.

He puts hand over mouthpiece to talk to Scharff.

BESTLER
The freight car wasn't picked up.

SCHARFF
It's still down there on the siding!

BESTLER
Some stupid mix up. If they think ...

The SOUND of the voice coming over the phone causes him to literally
snap to attention.

BESTLER
(continuing)
Yes, General.
(pause)
Yes, I'm as distressed about
the situation as you are.
(long pause during which he nods his head)
Yes. Personally! Immediately!
Yes, General. You can leave it in my hands.
(pause)
Heil Hitler!

He puts down the instrument and turns at once to Scharff.

BESTLER
(continuing)
Who did you leave in charge down there?
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SCHARFF
Sergeant Hoffman. Very reliable.

BESTLER
Apparently not reliable enough. The
cargo seems to be raising quite a fuss.

SCHARFF
(explanatory)
Fifty children, sir! In a boxcar!

BESTLER
I know. I know. But the siding isn't far from
town. The General doesn't want unauthorized
persons getting curious. Understand?

SCHARFF
I'll get some men down there right away.

BESTLER
Men! You'll get yourself down there.
And take at least a dozen guards with you.
Don't let anyone get close to that boxcar ...
under any circumstances. No one !

SCHARFF
Yes, sir.

Scharff turns to leave the office, but after a few steps he stops and turns
back toward Bestler, a look of concern on his face.

SCHARFF
(continuing)
Sir?

Bestler looks up.

SCHARFF
(continuing)
I wondered, sir, if you might have
any suggestions as ... well ...
how do we quiet the children?

BESTLER
Use any method you can, but
shut them up. That's an order.
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Scharff is disappointed at not getting some help from Bestler. Suddenly

his face brightens.

SCHARFF
Sir, the clown!

Bestler looks at him quizzically.

SCHARF
(continuing)
The one who amused the children.

BESTLER
Out of the question. The man's
being disciplined for that very thing.
We can't change our position now.

SCHARFF
No one need know.

BESTLER
He'd know.

Scharff thinks this over. Suddenly his face brightens.

SCHARFF
Sir, if I could guarantee
he'd never say anything.

Bestler looks interested.

SCHARFF
You see, sir, he's been trying to get a review
of his case. Claims he's here by mistake.
I could tell him you would recommend the review.

BESTLER
A man who wants something. Good.
Very good strategy, Lieutenant.
(he turns to face Scharff)
However, when you bring him back here,
return him to solitary and keep him there.
(a beat)

BESTLER
(continuing)
I've seen the best of men, after several
years in solitary, unable to remember
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even their own names.

SCHARFF
Then I have your permission to take the clown.

BESTLER
Permission granted.

DISSOLVE TO:

LONG SHOT - OPEN ROAD - DAY

A small open truck with 12 soldiers in the back, followed by a staff car,
move along the road.

INT. STAFF CAR - MOVING - DAY

DRIVER is in the front seat, Helmut and Scharff in the back.

MED. SHOT - HELMUT - SCHARFF

Helmut has been cleaned up, but still shows the effects of the beating and
his stay in solitary. Holding a small mirror, he is applying his makeup. He
occasionally closes or tries to shade his eyes from the light. They ride on
in silence. Scharff stares straight ahead.

HELMUT
Wish you could've gotten the big shoes.
The children laugh so when they
see them flopping up and down.

Scharff makes no reply. Helmut starts to put on his big black mouth.

HELMUT
(continuing; a touch of the old arrogance)
The Commandant, himself, asked for me!
(a beat)
You say he's personally requesting a
review of my case! Why, that means
I'm practically on my way back to Berlin.
(studies mouth in mirror)
Should be red. Mouth looks better in red.
(a beat)
HELMUT
(continuing)
Know the first thing I'm going to do
when I get to Berlin? Buy an overcoat
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with a fur collar. Had such a coat.

Very elegant. Very elegant.
(finishing the up-turned corners of mouth)
It's a good idea ... moving the children.

Scharff reacts to this. He looks sharply at Helmut.

HELMUT
(continuing)
Prison's no place for children. I said all
along that it was some kind of mistake.

SCHARFF
(uncomfortable)
Finish your makeup. We're almost there.

HELMUT
Know what Johann Keltner said?

SCHARFF
Who?

HELMUT
Keltner. From my barracks. The
minister. He said ... Let me think.
He said ... men who wage war on
children. That's it. Men who wage war
on children... commit such a crime ...
(a beat as he thinks)
... such a heinous crime. That's it.
Men who wage war on children
commit such a heinous crime that
even the devil damns their souls.

Scharff looks as though he'd just been slapped across the face. He quickly
turns toward the window. Helmut inspects his reflection in the mirror as
he draws black vertical lines down over each eye -- giving him a very lost,
sad, dejected look.

EXT. RAILROAD SIDING - LONG SHOT - DAY

as the truck and staff car leave the highway and jolt down a short
roadway to a railroad siding where a boxcar sits on the tracks. Uniformed
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GUARDS stand watch on both sides of the car, which has the door nearest
the CAMERA, partially open. The truck and staff car pull up to the nearest
boxcar. The soldiers jump from the rear of the truck, one of them carrying
a large burlap sack.

MED. SHOT

as Scharff gets out of the car, from the boxcar comes the SOUND of
children crying.

SCHARFF
(to Helmut in car)
Wait here.

Scharff strides purposefully over to Sergeant Hoffman, the guard beside

the open door. Hoffman salutes Scharff.

SCHARFF
(continuing)
Any word about the train yet?

HOFFMAN
No, sir. The last we heard --
it won't get here until evening.

SCHARFF
Anyone been around?

HOFFMAN
No, sir.

SCHARFF
With all that wailing, it's a wonder.
Couldn't you keep them quiet?

HOFFMAN
I didn't know what to do, Lieutenant.
I was afraid to close both doors.

SCHARFF
(to other soldiers)
Keep a tight guard on the whole area.
No one gets near here. Understand?

SCHARFF
(to Hoffman)
You post them.
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HOFFMAN
(saluting)
Yes, sir.

Hoffman moves over to soldiers and begins giving them their orders.

SCHARFF
(to soldier holding the sack)
Leave that here.

The soldier puts down the sack, and hurries off after the others with
Hoffman leading the way. Scharff turns toward the staff car.

SCHARFF
(continuing; calling to Helmut)
Over here, Clown.

Helmut quickly gets out of the car and moves over to Scharff. He looks
toward the partially open door.

HELMUT
They're crying.

SCHARFF
(indicating the sack)
Take that in to them.

Helmut picks up the sack and peers into it.

HELMUT
What is it?

SCHARFF
Bread. They won't wail so loud
with their mouths full.

HELMUT
(shocked)
How ... how long have they been here?

SCHARFF
You just get in there and keep them quiet.
You can do that, can't you?

Helmut nods. Scharff puts his hand on Helmut's shoulder. Helmut stiffens
under his touch.

SCHARFF
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Do a good job and I'll personally ask that you get

a favorable decision on your case. Understand?

HELMUT
Yes, sir.

Helmut moves over to the half open door of the boxcar, the CAMERA
MOVING with him. Just before he looks inside, he puts a wide grin on his
face. But when he does peer into the car, his eyes cease to smile.

INT. BOXCAR - HELMUT'S POV - DAY

In one end of the car the children are huddled together in one frightened,
wailing mass. They do not even notice Helmut at first, so great is their
sorrow. The little ones cling to the larger youngsters, who, in turn, cling
together. The small ones weep hysterically , as children do when they
have been crying for a very long time. The CAMERA PULLS BACK so that
Helmut is in f.g. He slides the boxcar door open fully, throwing more light
on the children. This brings renewed walls of anguish from the
youngsters, who cluster together more fiercely. But one little boy sneaks
a look at the door, expecting to see more guards. When he sees Helmut,
his tear-filled eyes widen. He can scarcely believe what he sees, much
less verbalize it. He tugs frantically at an OLDER GIRL he has been
clutching. She looks first at him, then at Helmut. She, too, can hardly
believe it.

OLDER GIRL
(tentatively)
Doork?
(shrill with recognition)
It's Doork. It is! It is!

The children begin untangling quickly. Faces appear between legs, around
skirts and over shoulders. For a moment they can only stare at Helmut,
speechless with wonder.

HELMUT
(gently)
So this is where you've been hiding?

That breaks the silence, and the children begin squealing ad-libbed
expressions of greeting and relief. They repeat his name time and again:
“Doork, Doork, Doork.” As one ... the youngsters surge toward him. The
little boy who first saw him reaches him first. He drops to his knees and
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puts his arms around Helmut's neck, hugging him furiously. Helmut
returns the embrace.

BOY
I want to go home. Take me home.

HELMUT
Now, now, there's nothing to cry
about. We're going to have fun.
(disengaging himself and
picking up the sack)
Here. I brought you something.
(he tosses it into the car)

The children pounce on the sack and tug at it, unsure what it is except
that it's a gift from Helmut.

HELMUT
Wait now. Don't open it yet.
Wait'll I get in. You help me.

He backs up a few steps, the CAMERA PULLING BACK with him. Then he
runs toward the car and, with strength he really doesn't have, jumps up so
that he gets his arms on the floor of the boxcar. He heaves himself
forward partially into it, and the children grab his clothes to help him
inside. A couple of the older boys seize the seat of his pants and finally
pull him in.

INT. RAILROAD CAR - DAY

FAVORING Helmut as he rolls over and jumps up, waggling his head from
side to side in the manner of a Jack-in-the-box. The children watch him
big-eyed. A few giggle.

HELMUT
Look, I'm a Jack-in-the-box.

He gestures around to indicate that he is, indeed, in a box.

HELMUT
We're all Jacks-in-the-box -- the same box.

The children laugh, and some begin imitating Helmut's head movements.
Others do the same, and still others, including the Czech youngsters, until
all are waggling their heads at each other and loving it. Then, out of sheer
adoration, the youngest of the children close in on Helmut and hug him
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around his legs. Slowly he stops waggling his head and stretches out his
arms to embrace as many of them as he can -- almost as if trying to
protect them. Suddenly the gaiety dissolves, and the children go solemnly
silent. Helmut reacts.

HELMUT
Well ... who's hungry.

Almost in unison, the children shout “I am”, again forgetting their

unhappiness.

HELMUT
All right, I want everybody to sit down.
When I count three, everybody sit.
Ready? One, two ...

On the count of two, many of the youngsters sit down. Helmut feigns
surprise.

HELMUT
Oh, you're too fast. Three!

This brings a burst of giggles, and the remaining children, sit down ... the
Czechs following the example of the others. Helmut opens the burlap sack
and begins handing out pieces of black bread. The children grab at the
chunks and gnaw it voraciously. When all of the youngsters have been
given the bread, Helmut takes a piece and bites into it with great relish.
After a few chews on the bread:

HELMUT
Now ... what'll we do?

There is a long moment of silence, then the little blonde girl with the rag
doll speaks up timidly.

LITTLE GIRL
I want to see my Mommy.

Helmut is brought up short. For a beat he searches his brain frantically for
an answer. Then he goes to the child and kneels beside her.

HELMUT
You would? All right.

LITTLE GIRL
You know where she is?

HELMUT
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She's right here with you.

LITTLE GIRL
I don't see her.

HELMUT
That's because you don't know how to
look. I'll show you. Close your eyes.
(to the other children)
All of you ... close your eyes.

The little girl closes her eyes and one by one the other youngsters do also.
The Czech children look at each other, then at the other children, then
they too close their eyes.

HELMUT
Everybody's eyes shut? Now, think about
your mommys and Daddys ... There, don't
you see them? Can't you see their faces?

The children, marvelling at this feat, ad lib expressions of assent.

HELMUT
So you see! They're right here with you.
All you have to do is look in your hearts.

LITTLE GIRL
(putting her hand over her heart)
Does Mommy see me, Doork?

HELMUT
(deeply touched)
Yes, she does. She has you
safe in her heart, too.

The silence in the car tells Helmut that sadness has returned to the
children. He brightens quickly and rises.

HELMUT
(continuing)
I've got an idea. You all know my
name, but I don't know yours. So let's
find out everybody's name, shall we?

He points to a boy of about ten in the group.

HELMUT
(continuing)
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You ... come here and I'll

show you what we'll do.

The boy, honored at being singled out, rises and comes to Helmut, who
takes a stubby pencil from his pocket.

HELMUT
(continuing)
What's your name?

BOY
(timidly)
Willie.

HELMUT
Willie. That's a good name.
How do you spell it?

BOY
W-I-L-L-I-E.

HELMUT
Fine. I'll just write that on top of your head.

Using the eraser end of the pencil, Helmut carefully traces the letters on
top of the boy's head. The youngster peers upward, wondering.

HELMUT
(continuing)
There. See, this way we'll all be able
to tell everybody else's name just by
looking at his head.

CLOSE SHOT - BOY

still looking up, but now doubtful.

BOY
Did you really?

MED. SHOT - THE GROUP

HELMUT
Of course I did. Here ...
He pulls an older boy to his feet, winks at him and points to the first boy's
head.

HELMUT
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(to the older boy)

Tell him what it says.

OLDER BOY
(giggling)
It says Willie.

BOY
(impressed)
Really? Truly?

He puts his hand to his head.

HELMUT
Be careful. Don't smear it.
(he glances around)

HELMUT
(continuing)
Let's see now ... Yes.
You shall be next.

He points to a Czech girl of about six. He motions for her to come over to
him. She shyly bows her head. Her friends push her forward. Helmut
holds out his hand to her, she grabs it.

HELMUT
What is your name?

She looks at him, then at the other Czech children. They all giggle.

HELMUT
(squatting down beside her)
Forgive me. I don't speak your language.

He gently plants a kiss on her cheek and she puts an arm around his neck.

HELMUT
(continuing; to others)
See! We understand each other. Now ...
(he points to Willie)
Willie.
(he points to himself)
Doork.
HELMUT
(continuing)
(points again to Willie)
Willie.
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(pointing to himself)
Doork.

The child's eyes light up and she whispers into Helmut's ear.

HELMUT
A beautiful name! Now you tell all the children.

CZECH GIRL
(almost a whisper)
Inga.

HELMUT
It's such a pretty name ... say it again.

CZECH GIRL
(more sure of herself)
Inga!

She quickly bows her head for Helmut to outline her name on the top of it.

HELMUT
(with a flourish of his pencil)
I-N-G-A. There it is.

The little girl gives a quick curtsy and hurries back to her group. Helmut
glances around at the children.

HELMUT
Let's see now. Who wants to be next.

The little girl with the doll presses forward.

HELMUT
You?

Shaking her head she holds up the doll.

HELMUT
Her?

LITTLE GIRL
So the little children will know her name.

HELMUT
Of course. That way she can't get lost,
can she? What's her name?
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LITTLE GIRL
Frederika.

HELMUT
(mock dismay)
Frederika?

He studies the top of doll's tiny head. Then he holds up his hand and
measures off a distance of about three inches in the air with thumb and
forefinger.

HELMUT
Frederika!

Next he puts the doll's head between his thumb and forefinger, illustrating
that the head is too small for the name.

HELMUT
Couldn't we just make it Freda?

LITTLE GIRL
(solemnly)
Oh, no! Frederika.

Helmut shrugs, closes one eye and begins writing in tiny letters on the
doll's head. The children laugh delightedly.

EXT. RAILROAD SIDING - FULL SHOT - DAY

Sergeant Hoffmann is walking his post beside the open door of the boxcar.
Inside we can see Helmut and the children and HEAR their laughter.

The CAMERA PANS over to the staff car, where Scharff sits in the front
seat smoking a cigarette and waiting.

DISSOLVE TO:

EXT. RAILROAD SIDING - FULL SHOT - AFTERNOON

It is perhaps two hours later. Sergeant Hoffman is now leaning wearily

against the boxcar near the door. The CAMERA PANS over to the staff car,
where Scharff is dozing in the back seat.
MED. SHOT - SERGEANT HOFFMAN

From within the boxcar we can HEAR Helmut SINGING softly to the
children. Sergeant Hoffman is listening. Finally he takes something from
his pocket, goes to the door of the boxcar and sticks his head inside.
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INT BOXCAR

The children are scattered about, either sleeping or near sleep, many of
them cuddled close to Helmut, who sits near the door with his back
against the side of the car, crooning.

SERGEANT HOFFMAN
(whispering)
Clown, can you play one of these?

He holds out a harmonica. Helmut leans over to get it, being careful not to
disturb the children.

SERGEANT HOFFMAN
I got it to send home to my boy ...
but if it'll help ...

TWO SHOT - HELMUT, HOFFMAN

HELMUT
It will. It will.
(he takes it)

SERGEANT HOFFMAN
You won't say anything to the Lieutenant.

HELMUT
I promise.

He leans back and looks at the harmonica, then he has a sudden thought
as Hoffman's head disappears. He leans back toward the door.

HELMUT
Guard ... guard.

Hoffman reappears at door.

HELMUT
It's going to be dark soon.
The little ones may be afraid.
Do you think ... well ... could you get
some kind of a light for in here?
SERGEANT HOFFMAN
(angry)
Want to get me in trouble?

Helmut nods that he understands Hoffman's situation.

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SERGEANT HOFFMAN
(trying to justify himself)
I would if I could.

HELMUT
I know. I know you would.

Again Hoffman's face disappears. Helmut leans back and begins

experimenting with the harmonica. Actually he can play it only slightly,
but he manages to get some sort of soft tune out of it. The CAMERA
PULLS BACK SLOWLY to include the children, most of who are resting
peacefully, secure in Helmut's presence. But suddently a little dark haired,
dark-eyed girl of about six, sits upright and cries out, frightened by a bad
dream. Helmut reacts. The child looks around the boxcar as if she can't
remember how she got there and begins crying inconsolably. Some of the
other children stir. Helmut quickly but carefully disengages himself from
the tots around him and picks his way over to the girl. He kneels beside
her, and the CAMERA MOVES UP to --

TIGHT TWO SHOT - HELMUT, DARK-EYED GIRL

The child continues crying, but more softly, he wide wet eyes on Helmut.

HELMUT
(gently)
What's the matter?
(she only stares at him)
It's all right -- just a bad dream.

He tries to put a comforting arm around her, but she shrinks away
continuing to sob softly. Realizing that words won't help, he turns to the
harmonica for communication, serenading her with a soft but sprightly
tune of his own improvisation. It is hardly a masterpiece, but it has the
desired effect. The girl stops sobbing, and when Helmut finishes the tune
he makes a real funny face and she timorously puts a hand up to touch his
make-up, but pulls it back quickly. With an affectionate smile, Helmut
takes her hand and runs it over his face, pretending that her touch tickles
him. As he laughs, the child begins to smile faintly. He shows her the
traces of chalk make-up on her fingers, and she giggles. His conquest is
all but complete. He picks the youngster up, and holding her like a
dancing partner, pretends to dance with her to a little tune he hums. She
loves this and laughs outright. When Helmut finally puts her down, he
kisses her on the cheek and turns his cheek in an unspoken request for a
return kiss. The girl shyly and quickly gives Helmut's cheek a peck.
Grinning, Helmut pats the spot where she kissed him to show his
appreciation for her wonderful gift.
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WIDER ANGLE

The older girl we saw earlier calls to him in a hushed voice.

OLDER GIRL
Doork.

Helmut moves over and squats down beside her and the CAMERA MOVES
IN to --

CLOSE TWO SHOT - HELMUT, OLDER GIRL

OLDER GIRL
Where are they sending us?

HELMUT
(shaking his head)
Don't know.

OLDER GIRL
Do you have children?

Helmut looks around at the children. He smiles sadly.

HELMUT
I do now.

DISSOLVE TO:

INT. STAFF CAR - NEAR DUSK

Scharff, dozing in the back seat, is awakened by the SOUND of an

approaching train o.s. He listens, glances at his watch, shakes his head
and gets out of the car.

EXT. RAILROAD SIDING - NEAR DUSK

As Scharff strides to the boxcar, where Sergeant Hoffman has also hear
the locomotive. He salutes as Scharff comes up, the CAMERA FOLLOWING
him.

SCHARFF
It finally got here.

SERGEANT HOFFMAN
Yes, sir.
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SCHARFF
Help them get the car coupled on.
We want to move it out of here as
fast as possible. Be sure the doors
are locked. And, get the clown off.

Hoffman salutes, and Scharff moves off toward the approaching

locomotive and freight cars being backed up to the boxcar.

FULL SHOT - FREIGHT TRAIN - (STOCK)

It is backing down the siding toward the boxcar.

MED. SHOT - SERGEANT HOFFMAN

With a cautious look around, he reaches under the waiting boxcar and
brings out a box-type, battery operated lantern. He goes to the boxcar
door and peers inside.

SERGEANT HOFFMAN
(calling)
All right, clown, time to get off.

Helmut appears at the door and looks down.

HELMUT
What is it?

SERGEANT HOFFMAN
Train is here.
They are hooking it up now.
(he hoists the lantern inside)
Here. Tell them not to light it up
until the doors are closed.

Helmut gives him a look of deep gratitude.

SERGEANT HOFFMAN
(curtly)
And get off right now.

Just then the boxcar is jolted as the locomotive makes contact and
Hoffman runs off toward the front of the car.

INT. BOXCAR - EVENING

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The jolt has awakened several of the children, who gather around Helmut
in the dimness of the car, frightened and bewildered.

CHILDREN
We're moving.
What's happening?
What was the noise?
Doork, where are we going?

HELMUT
(forced gaiety)
It's nothing. You're going for a train ride.
What do you think of that? A real train ride.

CHILDREN
(pressing close -- sensing his anxiety)
Is it far?
Are you coming, too?
I don't want a train ride.

HELMUT
Oh, it'll be fun. I would like to come,
but I don't think I can.

CHILDREN
(pleading)
Please come, Doork.
Please. Please. Please.

HELMUT
I can't. They want me to stay here.

There are cries from the children, whose pleading eyes make Helmut
terribly uncomfortable. He backs toward the door.

HELMUT
But ... I'll come to see you.
Soon as I can. And, I want you all to
promise me to be very good. No crying.

The children stare at him silently, their eyes unconciously accusing. With
him goes all their security. Helmut knows it, but he has no choice. When
he reaches the door ...
HELMUT
If you want me ...
remember, just close your eyes.

CLOSE SHOT - LITTLE GIRL WITH THE DARK EYES

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Wordlessly, she shuts her eyes -- tight.

PAN SHOT - CHILDREN

Following the dark-eyed girl's example, the smaller children one by one,
close their eyes.

CLOSE SHOT - HELMUT

Near tears with emotion, he wavers. Then with great control ...

HELMUT
(huskily)
Goodbye.

MED. SHOT - HELMUT

He turns and sits down on the floor of the car with his feet hanging
outside. He is just about to jump down when he is stopped by a LOUD
WAIL of anguish from one of the children behind him. He turns and looks
back at them.

MED. SHOT - CHILDREN - HELMUT'S POV

A BOY of about six, one of the Czech youngsters, is crying with the
dejection of a lad who has just lost everything. The other little Czechs and
the older girl who first recognized Helmut at the boxcar door are trying
unsuccessfully to console him. Between cooing and patting the boy's
shoulder, the girl throws accusing looks at Helmut.

WIDER ANGLE - TO INCLUDE HELMUT

Uncertain what to do, Helmut glances around outside. Satisfied that the
train isn't going to move at once, he gets up and goes to the children.

HELMUT
What's this now? Crying?
After all the fun we've had?

The boy only looks at Helmut and goes right on crying. Helmut looks
helplessly at the older girl.

GIRL
It's his birthday. He thought
there would be presents.

HELMUT
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(to girl)
He's a Czech. Do you speak ...

GIRL (annoyed)
Of course not!

Helmut is angry with the girl because he really wants to get off the train
and yet can't because of the accusing look in her eyes.

HELMUT
(pointedly)
Then how do you know it's his ... birthday?

GIRL
(with typical child logic)
He told me.

HELMUT
He speaks German?

GIRL
No.

HELMUT
But he told you it's his birthday?

The girl nods firmly as do the other children. The boy watches it all, wide-
eyed. Helmut figures to put an end to this.

HELMUT
What date is this?

GIRL
(after thinking it over)
Why, it's his birthday!

This is too much for Helmut to fathom. He turns his head away, trying to
think.

GIRL
Don't you believe him?

Helmut turns back to them, looking first at the girl, then at the boy, his
little upturned tear-stained face full of wonder. Helmut softens, recalling
perhaps his own birthday disappointment.

HELMUT
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Of course, I do.
(pats boy's head)
Tell him I wish him a happy birthday.

GIRL
He knows that. But ... but what're
you going to do about a present?

Helmut fans his clothes, finds the harmonica and produces it with a
flourish.

HELMUT
Aha, the very thing. He can
be the clown while I'm gone.

ANOTHER ANGLE - FAVORING THE CZECH BOY

As Helmut bows and holds out the harmonica to him.

HELMUT
Happy birthday.

The boy looks solemnly at Helmut and the harmonica. He doesn't quite
seem to understand what this is all about, but the harmonica is enticing.
He looks up at his countrymen for encouragement. They smile at him, and
he takes the harmonica, examines it, then blows into it experimentally.
When he hears the SOUND that comes out, he brightens. Then the little
girl with the rag doll comes forward and offers it to the boy. He looks at
her strangely, one of the older German boys scoffs.

GERMAN BOY
He's a boy! Dolls are for girls.

The little girl is hurt, and looks to Helmut for support.

HELMUT
When you give something you love ...
it doesn't matter if it's the right thing.

He takes the doll and puts one of it's hands in the boy's hand, the other in
the little girl's. They stand looking at each other and sharing the doll.
Helmut looks towards the door apprehensively, but there seems to be no
action outside -- and there are the eyes of the children on him.
HELMUT
Maybe we have time for a birthday game.
A quick one. Let me take a look.

INT. BOXCAR - FULL SHOT

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Helmut goes back to the door. He glances around outside. There still
seems to be time. He returns to the children.

HELMUT
Everybody line up behind me now,
and I'll show you how a train goes.
Wait -- the harmonica.

Helmut looks around for the new owner of the harmonica. He goes over to
him.

HELMUT
May I borrow it back .. .
for just a minute or two?

The boy studies him dubiously with that “Indian-giver” look in his eyes.

HELMUT
For just a minute -- then I'll
give it right back to you.
(trying a sort of sign language)
Just for the game.

Finally the boy hands over the harmonica and manages a smile because he
sees all the other children smiling at him.

HELMUT
Good. Now everybody ...
line up behind me.

The children scramble into line behind him. Helmut looks back at them.

HELMUT
Grab hold of the one in front of you ...
'cause we're going to be
a fast express train.

The children, laughing and giggling, grab hold of one another.

HELMUT
(calling out)
All aboard. All aboard.
He puts the harmonica to his lips and begins huffing and puffing on it,
imitating a train. He begins to shuffle his feet and move slowly down the
side of the car ... the children holding on for dear life and following him ...
their eyes shining with expectation as Helmut begins to quicken his pace.
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CUT TO:

INT. BOXCAR - NEARLY DARK

Dim shafts of light from the two small square vent openings near the top
on each side, gives the boxcar an eerie look. Helmut stops abruptly as he
hears the slamming of the door. The children pile up behind him.

HELMUT
WAIT!

He moves quickly to the door and tugs at it. Finding it locked, he pounds
on it.

HELMUT
Open the door!
Let me out...
LET ME OUT!

But the train NOISES drown his voice. Then the boxcar suddenly lurches
and starts to move forward. Helmut's pounding weakens and stops. He
turns from the door, his face reflecting his fright. The children, not quite
understanding what has happened, gather around him, and pull on him.
He manages to control his fear, and looking at the children, he manages a
big smile.

HELMUT
Guess I'm going with you after all.

He switches on the lantern and holds it high so its rays cover all the
children.

CHILD
Let's play some more, Doork?

Helmut glances down at the tot, started by the suggestion. Then he nods
in a stunned sort of way. He puts the harmonica to his mouth and begins
puffing on it.

CUT TO:

EXT. RAILROAD SIDING - EVENING

Scharff and Sergeant Hoffman stand watching the boxcar move away.
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MED. TWO SHOT - SCHARFF, HOFFMAN

SCHARFF
I'm glad that's over.
Call in the sentries.

SERGEANT HOFFMAN
Yes, sir.

He starts to move away.

SCHARFF
Kessler in the car?

SERGEANT HOFFMAN
Kessler?

SCHARFF
The clown?

SERGEANT HOFFMAN
(looking around)
I... I guess he is, sir.

SCHARFF
You GUESS!

Scharff races to the car with Sergeant Hoffman right behind him. The
CAMERA FOLLOWS them.

Scharff peers inside and finds the car empty. With an angry glance at
Hoffman, he hurries to the truck and looks in the cab. It too is empty.

SCHARFF
(moving back toward Hoffman)
I told you to get him off the train.

SERGEANT HOFFMAN
I told him, sir. Hewas standing right
by the door. I'm sure he got off.

SCHARFF
Did you see him?

SERGEANT HOFFMAN
Why, I ...
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SERGEANT HOFFMAN
Did you?

SERGEANT HOFFMAN
You told me to see that the car
was coupled on. When I came back ...
Why wouldn't he get off?

SCHARFF
Idiot!
(shouting)
Guards. GUARDS!

The other soldiers come running from o.s.

SCHARFF
The clown prisoner is missing.
He may have escaped. Search the
area. If he got off the train
he must be around here someplace.

The soldiers rush o.s. into the deepening darkness.

CLOSE TWO SHOT - SCHARFF, HOFFMAN

SCHARFF
You know what happens if he gets away.

SERGEANT HOFFMAN
(hopefully)
He can't get very far.

Scharff looks o.s. after the disappearing train.

SCHARFF
If he's on that train -- he's
going farther than you know ---

CUT TO:

LONG SHOT - TRAIN - EVENING (STOCK)

The rear of the boxcar is just disappearing from sight in the darkness.
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CLOSEUP - SCHARFF

SCHARFF
... or he knows.

DISSOLVE TO:

INT. BOXCAR - MOVING - DAY

It is the next morning. Light is coming from the vents and the lantern
which hangs from a peg in the middle of the right side of the car. Helmut
is asleep on the floor with the children huddled around him. He lies on his
side with one arm thrown protectively over the little Czech girl, Inga, and
Willie. Behind him, the Czech birthday boy and the girl with the doll are
cuddled close to him. Other youngsters have their heads on his legs and
feet, and all are as close to him as they can get.

He is, in fact, a sort of human bed. From the train NOISES o.s. we can tell
that the freight train is slowing down. Then, with a jolt, it stops, and o.s.
we HEAR a truck engine approaching. Helmut stirs and sits up, trying to
get his bearings. This arouses some of the children and they too sit up
and look around.

CHILDREN
What is it?
Are we there, Doork?
Where are we?
Why are we stopping?

HELMUT
I don't know.

He untangles himself, rises and stretches his numbed arms and legs. He
starts toward the door, but it slides open suddenly and a BURLY GUARD
vaults inside. Behind him we see a truck similar to a moving van being
backed up to the boxcar. Helmut blinks uncertainly at the light pouring
through the door.

BURLY GUARD
Everybody up. No noise.

The children are too startled to move. The guard notices Helmut and
reacts.

BURLY GUARD
Who the hell are you?
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HELMUT
Where are we?

BURLY GUARD
How the devil did you get in here?

HELMUT
I ... I'm from the other prison.
Got locked in -- by accident.

BURLY GUARD
Ah, for ...
(shouting out the door)
Sergeant!

CUT TO:

EXT BOXCAR - DAY

We see now that the train has stopped at an isolated siding. The truck has
backed up almost to the door of the boxcar. A SERGEANT climbs down
from the cab of the van and hurries to the boxcar door, the CAMERA
PANNING him there.

SERGEANT
What's the matter?

BURLY GUARD
Look at this. He's from the other camp.
Got in here with the shipment.

SERGEANT
How did that happen?

HELMUT
I ... I was taking care of the children
back there and ... accidentally got locked in.

SERGEANT
Of all the ... What's your name?

HELMUT
(realizing he's in big trouble)
Doork. Helmut Doork.

The Sergeant fumes for a moment, then ...

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SERGEANT
(to the guard)
Put him in the truck with the others.
And, let's get going.

CUT TO:

INT. BOXCAR - DAY

ANGLE to the door as the Sergeant disappears. Reaching out, the Burly
Guard lowers the tailgate of the truck so that it forms a bridge to the
boxcar.

BURLY GUARD
(to the children)
All right, in the truck, quick now!

The children, most of whom are on their feet now, hesitate, looking to
Helmut for guidance. The guard seizes one youngster and shoves him
toward the door. Instead, however, the child flies to Helmut and grabs
him around the legs.

BURLY GUARD
I said move!

HELMUT
(quickly)
Wait. Let me.
(to the children)
Everybody up. Come on.
Up, up, up.

He moves around, helping the still seated children to their feet. When
they're all up ...

SERGEANT
(continuing; to Helmut)
Not you.
HELMUT
Don't you want me to stay with them?
They'll be frightened without me.

BURLY GUARD
Not for long, they won't.

SERGEANT
(to guard)
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That's enough. Get them

inside and keep them quiet.

Burly guard starts to prod the children but they don't move, their eyes are
fixed on Helmut.

BURLY GUARD
(threateningly)
MOVE!

HELMUT
Do as he says. And, don't worry,
I'll be with you soon. I promise.

Reluctantly, the children march off. They look back frequently at Helmut
who waves to them.

SERGEANT
(to Helmut)
Come along, now.

They walk over to a two-story building. Helmut looks back in the direction
of the children, then looks about the camp.

HELMUT
This is just another prison.

SERGEANT
What'd you expect?

HELMUT
I thought the children were going
to a better place.

The Sergeant, with an incredulous look on his face, stares at Helmut.

INT. CELL - DAY

The cell is a small, bare cubicle containing only a cot and an open toilet.
In the wall, fronting on the prison yard, there is a small barred window.
Helmut stops pacing and moves over to it, and looks out. The CAMERA
SWINGS so that it is SHOOTING PAST Helmut's head through the window.
At the far end of the yard we can see the windowless stone buildings. As
Helmut stares out at them, we HEAR approaching footsteps. Helmut
stiffens, turns toward the door as the SOUND of the footsteps grows
louder and louder.

The CAMERA SWINGS toward the door as it opens to reveal CAPTAIN

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CURT RUNKEL, a slender, impeccably groomed and thoroughly Nazified

officer of the elite S.S. He is the embodiment of all Hitlerian ideals.
Runkel strides into the cell.

RUNKEL
(over shoulder to guard at door)
Close the door, and wait out there.

Guard closes the door. Runkel studies Helmut coldly. Without taking his
eyes off Helmut, he pulls out a cigarette case, takes out cigarette, lights it
and slowly inhales.

RUNKEL
(continuing)
You're a remarkable man.
Very remarkable.

Helmut stirs uneasily.

RUNKEL
(continuing)
Have you any idea where you are?

Helmut shakes his head.

RUNKEL
(continuing)
Auschwitz. This is Auschwitz.
(a beat)
Mean anything to you?
(before Helmut can answer)
You may have observed we're
enlarging our facilities.

He moves over to the window and looks out, puffing slowly on his
cigarette.

RUNKEL
Still a great deal of work to be done.
(proudly)
It's going to be our most efficient,
most modern prison.
(he turns and smiles)
RUNKEL
(continuing)
And, I might add, most unique.
(walks back towards Helmut,
studying him carefully)
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Yes, you are a remarkable man.

I always wonder about remarkable men.
(then evenly)
Why did you come here?

HELMUT
I explained. I got locked in the boxcar and ...

RUNKEL
(cuts in - still bland)
Ah, yes. An accident.
Unavoidable I suppose.

HELMUT
I was taking care -- I mean, the Commandant
requested me to take care of the children.

RUNKEL
(a slight note of mockery)
The Commandant!

Runkel tosses his cigarette on the floor and very deliberately grinds it out
with his boot.

RUNKEL
I've spoken to YOUR Commandant.
He hs you listed as an escaped prisoner.

HELMUT
Escaped! But ...

RUNKEL
(finishing it for him)
... it was an accident.
(his face close to Helmut's)
Are you one of them, clown?

HELMUT
(terrorized at the thought of death)
No ... no! I'm not one of them. I'm not !

Runkel smiles, moves away from Helmut.

RUNKEL
You misunderstand completely.
The Judas goat is never killed.
He isn't worth killing.
(moves to cell door)
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I'm just asking you to lead them.

ANOTHER ANGLE - FAVORING HELMUT

His eyes plead, “No. I can't do it. No.”

RUNKEL
Not ... even to save your own life?

For a brief moment, Helmut struggles to find the courage to stand up to

Runkel -- but he has no courage and he sinks slowly to his knees, his head
bowed.

CLOSE SHOT - RUNKEL

RUNKEL
(victorious)
I'm glad to see you're not
a self-appointed martyr.

TWO SHOT - HELMUT, RUNKEL

Runkel towers above Helmut who sits back on his haunches, leaning
against the wall.

RUNKEL
Just think! Now you're really one of us.

The truth of Runkel's remark hits Helmut like a devastating blow. He

turns his face to the wall in shame. Runkel walks to the door, raps on it,
the guard outside swings it open.

HELMUT
(attempting to get to his feet)
Sir ... Sir ... could I ... could I have
a little time with them before ... before ...

His voice trails off. Runkel looks at Helmut while he thinks it over. He
moves back to the middle of the cell.

RUNKEL
Yes. Yes, of course.
(he looks at his watch)
I can give you about half an hour.
(a little smile lights his face)
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You see, we're not heartless men here.

DISSOLVE TO:

EXT. CHILDRENS' HUT - DAY

ANGLE to the door as Helmut and the Sergeant approach from o.s. Helmut
has freshened his make-up.

SERGEANT
Remember what I told you.

HELMUT
There won't be any trouble.

Helmut goes to the door and starts to open it. The CAMERA MOVES UP to

CLOSE SHOT - HELMUT

With a great effort, he composes himself and throws open the door.

CUT TO:

INT. CHILDRENS' HUT - DAY

ANGLE to the door, where Helmut stands wearing an enormous grin. The
children are about the barren room in little groups. When they see
Helmut, they leap up and run to him, clinging to him as he closes the door
behind him and moves into the room.

CHILDREN
Doork, Doork, you came back.
You came back.
We thought you'd left us.
Don't leave us, Doork.

The children continue to ad lib expressions of mingled fear and delight at

his return. Helmut goes among them, patting their heads comfortingly.

HELMUT
There. There. It's all right. It's all right.
Everything is going to be all right.
When the youngsters are calmed, Helmut holds up his hands for silence.

HELMUT
Now I want everyone to put
on a big smile and sit down,
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because we're going to have

more fun than we've ever had.

Slowly, still unconvinced that they have nothing to fear, the children sit on
the floor.

HELMUT
Good. We'll start by seeing that we
all have our names on our heads.

The children begin to lower their heads so Helmut can check to see if their
names are still there.

HELMUT
(as he moves among them)
Yes, yes. There's Fritz, Maria, Sadie,
Inga, Josef, Nathan, Helga, Willie ...

The little girl with the rag doll holds up the doll for Helmut to see.

HELMUT
Ah, yes, Frederika! Good.
I see all of your names.

This is almost too much for Helmut, but he manages to control himself by
turning away for a beat. Then he turns back to the children, his big smile
back in place.

HELMUT
Now ... on with the show.
Just watch this.

CUT TO:

PAN SHOT - CHILDREN

Their little faces are troubled, worried.

DISSOLVE TO:

PAN SHOT - CHILDREN

It is a half hour later, and now the children are laughing at something
Helmut is doing o.s. The CAMERA PULLS BACK to --
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MED. SHOT - THE GROUP

Helmut is walking an imaginary tightrope. Every few steps he almost

loses his balance, but with comical gyrations he manages to complete the
walk. He bows deeply to the children -- and falls flat on his face. The
youngsters laugh, applaud and squeal delightedly.

TWO SHOT - HELMUT, WILLIE

Helmut is lying on the floor near the boy. He looks up at the tot and grins.

WILLIE
Doork! Doork ... you're great !

Helmut grabs Willie and holds him close while he fights back his tears.
Willie plants a big kiss on his cheek. Helmut scrambles to his feet, the
CAMERA PULLING BACK to --

WIDER ANGLE

SHOOTING PAST Helmut to the door as it opens, revealing the Sergeant,

his face expressionless. Helmut reacts.

SERGEANT
(to Helmut)
It's time.

HELMUT
Just a few more minutes?

The sergeant shakes his head.

HELMUT
I'll bring them.

The children are watching him, puzzled.

CHILDREN
What's the matter, Doork?
Where are we going?
You come with us this time.
Where're they taking us.

HELMUT
(trying to think what to say)
They ... they want us to move to
another building ... where we'll
have more room ... to play.
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(a beat)
Tell you what. Let's make it
a big circus parade.
Everybody get in a line behind ...

He picks up Willie and stands him near the door.

HELMUT
(continuing)
... behind Willie here.

The children scramble up and begin forming a line behind the very proud
Willie. Helmut looks around for the boy with the harmonica.

HELMUT
Now, where's our band?
The harmonica?

He sees the boy and goes to him. Helmut pantomimes playing the
harmonica and points to himself. The boy smiles widely, fishes the
harmonica out of his pocket and holds it up.

HELMUT
There we are? Everybody
ready? Here we go.

Helmut takes his place at the head of the line, like the Pied Piper, leads
the youngsters out the door, playing a crude sort of circus parade music.
The little children giggle excitedly as they troupe out. The older ones
seem less certain, but as long as Helmut is with them, they feel secure.

CUT TO:

EXT. PRISON YARD - DAY

As the procession of youngsters emerges from the barracks with Helmut

dancing along at its head. The Sergeant and the other two Guards stand
watching in disbelief as the line turns and moves along toward the first of
the windowless buildings.

MED. SHOT - SERGEANT, GUARDS

They look at each other incredulously. What they are seeing surpasses
their imagination.
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FULL SHOT - HELMUT, CHILDREN

SHOOTING from a HIGH ANGLE as the procession moves toward the

CAMERA. Helmut looks back at his charges from time to time, smiling and
waving and always puffing away on the harmonica. The children smile
back, some timidly and some a bit fearfully, but all smile.

PAN SHOT - PARADE

CAMERA PANS in on the children as they march behind Helmut. We see

some of them strutting, their little arms swinging freely. Some of the little
ones have to skip to keep up with the others. They are all smiling.

CLOSE SHOT - HELMUT

With each step, Helmut looks about, his eyes searching heaven, praying
for the miracle that will save the children ... the sudden blast of thunder,
the striking down of the guards.

CLOSE SHOT - SERGEANT, GUARDS

As they follow the parade warily, almost as if expecting a trick. They wear
scowls worn into their faces by long use.

MED. SHOT - BUILDING - HELMUT'S POV

Its steel door gapes open. Through the open doorway we can see a bare
room in which what appears to be shower heads jutting from the wall. A
single ceiling light gives the room a stark appearance. The CAMERA PULLS
BACK and UP as the procession comes up toward the building.

CLOSE SHOT - HELMUT

Despair fills his eyes as he realizes that there is to be no miracle. He looks

ahead into the room, his courage fails him and he stops so abruptly that
the children behind him run into his legs. He turns and looks at them,
then back to the door.

WIDER ANGLE

Almost reluctantly, Helmut stands aside. He tries to smile, but the result
is almost grotesque. He tries to speak, but no words come. The Sergeant
and the guard drift up toward him, scowling. Gently, Helmut tousles the
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hair of little Willie and steers him through the door into the room. The
other children follow him hesitantly. Helmut puts the harmonica to his
lips and begins playing again.

ANOTHER ANGLE - TAKING IN SERGEANT AND GUARDS

FIRST GUARD
Their clothes!
They've got to undress.

The sergeant starts to move toward the line of children, the Sergeant
grabs his arm and stops him.

SERGEANT
Leave them alone.

MED. SHOT - HELMUT, CHILDREN

SHOOTING over Helmut's shoulder down at the children as they file past
him. Each one hesitates a beat before him and looks up at him.

Their faces are wondering, but trusting. They smile tentatively. Only the
little girl with the doll hangs back, waiting for something rather than
fearful of entering. When all of the other children have gone in, she goes
up to Helmut and wordlessly holds out her hand in a silent request to
enter with him. In her eyes is the absolute certainty that he will.

CLOSE SHOT - HELMUT - LITTLE GIRL'S POV

He looks down at her hand for a long beat.

MED. SHOT - HELMUT, LITTLE GIRL

The little girl waits for Helmut, but he doesn't take her hand. Shyly, she
begins to withdraw it. Suddenly, Helmut reaches out and grabs her hand,
clutching it desperately as he needs her innocence to control the panic
that is tearing at him. Holding on to her to steady himself, they walk
together into the room, the CAMERA PANNING with them.

CUT TO:

INT. CHAMBER - DAY

ANGLE to the door as Helmut and little girl enter. Suddenly, the door
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slams shut behind them. Helmut whirls to it instinctively, as if to shove it

open or cry out for help, but he does neither.

CLOSE SHOT - HELMUT

His face is pressed against the steel door. He fights the panic within him.
Then, he quickly wipes his eyes and turns back towards the children.
Slowly he takes three chunks of stale bread from his coat pocket and
begins juggling them, at the same time waggling his head from side to
side, slowly at first, then more gaily. From deep inside him comes a tiny,
tiny laugh. The CAMERA PULLS BACK SLOWLY to reveal the children in the
f.g. Suddenly, Helmut tosses the pieces of bread high, high into the air
and stretches out his arms to encompass all the children. As they gather
around him, they take up his soft laugh, timidly at first, then more
assuredly until the chamber resounds with gentle laughter.

CUT TO:

IF ANOTHER MAN'S CHILD IS THREATENED

AND YOU MOVE NOT TO PROTECT IT,

THE CHILDREN OF ALL MEN ARE IN JEOPARDY

AND YOU STAND AS GUILTY AS THOSE WHO THREATEN.

JOHN F. O'BRIEN

- FADE OUT -