FADE IN:

          EXT. CARIBBEAN ISLAND - NIGHT

          A large settlement is located in the bay, of an
          island, with a large dock containing several tall
          ships. There is a great gathering at the town
          square. The island's GOVERNOR is giving a speech.

                              GOVERNOR
                    And so I pray that this year's
                    springtime festival will mark the
                    beginnings of a more civilized society
                    and a flourishing economy.
                         (cheers)
                    We hope to restore our old trade routes throughout
                    the Caribbean to our British homeland
                    and North Africa. This will be successfully
                    accomplished by our renowned and
                    illustrious, Commodore Birmingham.

          The COMMODORE raises his hat to more cheers.

                              GOVERNOR
                    And his brilliant and promising son,
                    bo'sun's mate first-class Robert
                    Birmingham.

          ROBERT BIRMINGHAM, the eighteen old version of the
          Commodore, raises his hat to the cheers of the
          crowd.

                              GOVERNOR
                    Now, may the festivities begin!

          The crowd erupts in cheers and applause.

          INT. CALICO CLIPPER - ISLAND - NIGHT

          A pirate ship (the CALICO CLIPPER), a large black
          thirty-six gun galleon, slides stealthily across a
          still sea through a misty night, towards the large
          settlement in the bay. The Calico Clipper has the
          skeletal hands of CALICO JACK still hanging from
          the mast, as a mark and reminder of his crucifixion
          on his own ship. Onboard the pirate ship JOHNATHAN
          RACKHAM is hastily writing a letter in his
          quarters with his son JACK watching him intently.

                              JACK
                    Why must I leave you father?

                              JOHNATHAN
                         (still writing)
                    So many reasons son, all of them better
                    than the last, none in which we have
                    time for. To stay with me would lead you
                    into harm. More so than it already has.
                    You'll get to meet your sister. Your
                    twin sister and of course your mother.
                    You've always wanted to see them. Now
                    you can live with them both, take care
                    of them.

          He folds the letter and puts it in an envelope, he
          then seals the envelope and hands it to Jack.
          There's a knock at the door and it creaks open. A
          man steps in, CAPTAIN MORTICO. He has a long, thin
          beard, and long greasy hair, with scars on his
          weather-beaten face. His face is half hidden in darkness/half
          lit with candlelight.

                              MORTICO
                    Cookie! We're goin' ashore.

                              JOHNATHAN
                    I've noticed. Remember our...

                              MORTICO
                    Yes, of course! But then you remember
                    cookie; I'd hate for anything, bad to
                    happen.

          Mortico walks out again closing the door and
          locking it. Johnathan turns to Jack and puts his
          hand on Jack's shoulders.

                              JOHNATHAN
                    Alright Jack, ready? Grab your bag, we
                    must be quick.

          Jack walks to the otherside of the room, throws
          his bag over his shoulder.

                              JOHNATHAN
                    Keep the letter safe, give it to your
                    mother tomorrow, not tonight. Take this.

          Looking around he hands Jack a pistol.

                              JACK
                    Thank you father.

                              JOHNATHAN
                    It's never been of use to me yet and I
                    daresay it ever will be.

          Johnathan moves to the window and opens it, he
          looks out to see that the coast is clear and waves
          Jack over. They both climb out of the window onto
          the deck, then carefully move by some pirates
          lowering themselves into longboats to get to
          shore. About five boats are already in the water. Mortico
          in the lead boat. They sneak to the otherside of
          the ship near the back. Jack and Johnathan lower
          their own boat and climb in. Johnathan then starts
          rowing the boat towards the shore.

          EXT. MORTICO'S LONGBOAT - ISLAND - NIGHT

          Mortico is standing at the front of his boat while
          others row it toward shore. He points his sword in
          the air lethally.

                              MORTICO
                    Do what you need! Rape and pillage!
                    Pilfer and plunder! You know what we're
                    after. Now find me that medallion!

          The longboats bump up against the shore and the
          pirates flood out of them.

          EXT. TOWN - ISLAND - NIGHT

          Johnathan jumps out and pulls the boat onto the
          shore and then Jack climbs out. Johnathan leads
          him into an alley and they proceed towards a small
          dimly lit street full of small houses. Johnathan
          reaches into his chest pocket and pulls out a
          medallion wrought of gold with the imprint of a
          strangely shaped island which he hands to Jack.
          Around the top of the medallion is the word
          CALICO.

                              JOHNATHAN
                    Take this.

                              JACK
                    What is it?

                              JOHNATHAN
                    You don't need to know now. Promise me
                    you won't show, nor tell of it to
                    anyone. Not even your mother, not your
                    sister. They know not of it either.

          EXT. TOWN - ISLAND - NIGHT

          The pirates climb ashore accompanied by cannon
          fire from the Clipper and mayhem breaks out. The
          pirates run into gatherings of people killing them
          all, fighting with their swords, knocking tables
          everywhere, barging into homes and looting them.
          There is a small resistance from the royal navy.

                              MORTICO
                    Kill them all if you must! Kill them
                    all. Be damned if we don't find it this
                    time!

          Commodore Birmingham fights off some pirates but
          then gets stabbed in the back and falls down dead.
          Robert Birmingham sees his father fall. Tears come
          to his eyes but he is soon brought back to the
          present and he continues to fight off his
          attackers.

          EXT. RACKHAM HOUSE - TOWN - NIGHT

          Johnathan and Jack are standing in front of a
          house. He hears the commotion.

                              JOHNATHAN
                    Be home.

          He knocks. The door opens a crack, a WOMAN looks
          out suspiciously, then, seeing who it is, throws
          the door wide open and throws herself around
          Johnathan in a tight hug.

                              WOMAN
                    Oh Johnathan! Oh thank goodness! I don't
                    believe it's really you!

          They kiss.

                              JOHNATHAN
                    It's me. This is of course Jack, he'll
                    be living with you now.

                              WOMAN
                    Of course, Jack! Oh, you're so big.

                              JACK
                    Mom?

                              WOMAN
                    Yes!

          She bends down and hugs him.

                              JOHNATHAN
                    Run along inside.

          Jack rushes into the house.

                              WOMAN
                    How did you...?

                              JOHNATHAN
                    I smuggled him off. I can't explain now,
                    read my letter. I must get back to the
                    ship before someone catches me here. You
                    understand?

                              WOMAN
                    No! No, no, no, I don't understand. Stay
                    here, they may not find you.

                              JOHNATHAN
                    They will! I've got to go.

          He kisses her goodbye. A pirate steps forward
          behind them.

                              PIRATE
                    G'evening Cookie!

          Johnathan turns.

                              PIRATE
                    Aye! Captain Mortico! Cookie!

          He points with his sword at Johnathan. Mortico
          walks casually over. Jack watches from a room
          inside the house looking out the window.

                              MORTICO
                    Johnathan? John Rackham you disappoint
                    me. Your father wouldn't take too kindly
                    to acts of cowardice and nor do I.

                              JOHNATHAN
                    Do not dare speak of my father.

                              MORTICO
                    Did I not remind you? Warn you? It was
                    for the safety and well-being of
                    yourself and your family.

                              JOHNATHAN
                    Do what you will with me but we still
                    have an accord.

                              MORTICO
                    Deepest regrets cookie. But I'm afraid
                    that the extremely rash actions done by
                    yourself tonight have terminated our now
                    forgotten agreement.

          Mortico pulls out his pistol and shoots
          Johnathan's wife.

                              JOHNATHAN
                    No! No! Mortico no!

          Mortico shoots Johnathan.

                              MORTICO
                    Get their daughter!

          Two pirates walk into the house followed by
          another.

          INT. RACKHAM HOUSE - TOWN - NIGHT

          Jack continues to watch Mortico outside. The two
          pirates soon come back out dragging Jack's twin
          sister REBECCA. Her necklace falls to the ground.
          Jack turns his head to avoid witnessing the murder
          of his sister and in the doorway stands the third
          pirate that entered the house.

          EXT. RACKHAM HOUSE - TOWN - NIGHT

          Mortico grabs Rebecca by the chin.

                              MORTICO
                    Good evening my darling. Bring her
                    along!

          The two pirates carry Rebecca away followed by
          Mortico.

          INT. RACKHAM HOUSE - TOWN - NIGHT

          Jack stares at the pirate.

                              PIRATE
                    Well well well, now if it isn't little
                    Jack Rackham, all alone hiding in the
                    dark corners of a strange house. What
                    might I ask, are we doing off the ship?

          Jack gives no answer. He pulls out the pistol his
          father gave him and points it at the pirate.

                              PIRATE
                    Put it away lad. You wouldn't know which
                    end is the one that does the killin'.
                    Put it away and I'll take you to Mortico
                    and he'll give a nice quick end to your
                    meaningless life. The same as your
                    parents and your sister.

                              JACK
                    Speak not ill of my family. It is
                    Mortico who will soon die. I will put an
                    end to the madness he calls his life.

          He pulls the trigger but nothing happens. The gun
          is empty. The pirate laughs. The pirate pulls out
          his sword and charges at Jack. But Jack dodges him
          and runs into another room, closes the door, and
          locks it. He looks around the room. It looks like
          nobody's been in it since it was built, and according
          to the look of the room that could have been a
          long time ago. There is dust everywhere and huge
          cobwebs. Jack looks around quick and finds a sword in
          a glass case. The pirate bangs on the door.

                              PIRATE
                    Let me in you maggot infested slug!

          Jack hurries over to the case and opens it. He
          removes the sword and examines it. On the blade
          near the hilt is engraved the word Calico.

                              JACK
                    Calico?

          The pirate bangs on the door some more. Jack
          notices a window and opens it. He climbs onto the
          low roof. The pirate charges in breaking the door,
          sees the open window and climbs out onto the
          window after Jack.

                              10. EXT. HOUSE ROOF - TOWN -
                              NIGHT

          Jack is already on the otherside of the roof with
          the sword in his hand.

                              PIRATE
                    I'm afraid I'm gonna have to kill you
                    meself now, you petulant little worm.

          The pirate draws his sword. He walks slowly at
          Jack but menacingly. Jack watches him intently
          standing his ground. The pirate walks ever closer.

                              PIRATE
                    Aren't you gonna run?... No? Mortico
                    would be pleased, unfortunately he'll
                    never hear the tale of when little Jack
                    Rackham stupidly stood his ground and
                    died because he thought he was doing the
                    honourable thing, standing here and
                    avenging the bodies that rot at his
                    doorstep.

          He finally reaches Jack and tries to strike him,
          but to the surprise of the pirate, Jack fends him
          off.

                              PIRATE
                    Impressive, little Jack Rackham can
                    absent-mindedly swing a sword. Mortico
                    would be pleased. It's more than your
                    father ever could've accomplished.

          He attacks again but is still fought off by Jack.
          Jack then turns and runs. He jumps across to the
          neighbouring rooftop. The pirate follows but when
          he gets to the other roof, Jack fights him and now
          the pirate is defending. The fight carries on
          while the other pirates begin rowing back to the
          ship.

                              JACK
                    Looks like they're going without you.

                              PIRATE
                    Yeah, let'em run. I've generally kept to
                    meself cause I know you have it. Mortico
                    was blinded by your father and his
                    charades. Once your dead, and I've got
                    it, I'll get meself a ship and crew,
                    I'll be the captain. It'll be mine, and
                    it'll all be mine.

          The pirate looks out at the sea dreamily. Jack
          swings and the pirate comes back to his senses and
          blocks it. Jack continues to swing furiously,
          pushing the pirate back one step at a time until
          he puts a foot off the roof stepping on nothing
          and stumbles trying to grab at Jack to prevent himself
          from falling. But Jack steps away from him the
          pirate falls off the roof landing unconscious in a
          wagon. Jack climbs down off the roof. There's still
          much commotion and running around. Birmingham, the
          bo'sun's mate jogs over to the wagon beside the
          building.

                              BIRMINGHAM
                    Governor! There's another one over here,
                    in a wagon!

          The Governor walks over to meet Birmingham at the
          wagon with the unconscious pirate.

                              GOVERNOR
                    Good work Birmingham. Lock him away.

          EXT. RACKHAM HOUSE - TOWN - NIGHT

          Jack walks over to his parents dead bodies. He
          drops his sword on the stone street and falls to
          his knees crying. He looks and notices the
          necklace that fell from his sister's neck. He
          picks it up and lowers his head pressing it to his
          father's bosom.

                                                     DISSOLVE TO:

          INT. SHIPWRIGHT SHOP - ISLAND - DAY

          Jack, now near 21, walks down stairs to the ground
          level floor of the shipwright's shop. He is
          wearing, around his neck, the necklace that he
          picked up, which used to be his sister's. As he
          steps down the last step RICK COTTREE turns to
          him.

                              RICK
                    Who've we got in the harbour today Jack
                    me'boy?

          Jack glances out.

                              JACK
                    Looks like some northerners who got
                    stuck in the last storm. Well, the sails
                    are tattered, that's a start.

                              RICK
                    Help'em get the boat docked then take a
                    look round and figure how much damage
                    has been done. Then call old man
                    Jurnicus and see what supplies we can
                    buy from him. Hurry along now!

          Jack hurries out of the shop.

          EXT. TOWN'S DOCKS - DAY

          Jack admires the boat. It is a black ship with
          eighteen guns. Relatively small but has great
          speed capabilities. MCDANK, a pirate steps out onto
          the deck of the ship.

                              JACK
                    Would you like some help?

                              MCDANK
                    Be damned if we need help from the likes
                    of this stable boy.

          He jumps down onto the dock.

                              MCDANK
                    Where'd we find a man to make our
                    repairs suffice, so we can be on our
                    way?

                              JACK
                    That would be me sir, and old Rick in
                    there.

                              MCDANK
                    You eh? I reckoned you to be just some
                    docking boy, but perhaps you should be.
                    Let's not sink my ship now! C'mon boys!
                    We'll find a drink.

          Jack restrained with difficulty from rising to the
          pirates insults. He jumps up on to the ship and
          looks around. Rick walks over to the ship
          examining it carefully.

                              RICK
                    Everything aright?

                              JACK
                    Unfortunately, yes. I'll keep looking.

                              RICK
                    Aright! Well, meet me with Jurnicus in
                    fifteen minutes.

          EXT. BIRMINGTON'S SLOOP - SEA - DAY

          BILL BIRMINGTON, alone on a small single masted
          sloop, rowing it toward shore. He speaks with a
          British-Scottish accent.

                              BILL
                         (to himself)
                    So that's lesson one, then lesson three. Lesson
                    four seems unimportant due to shear
                    impossibility and lesson seven really
                    should be taught first...

          Bill floats around a corner of the island and it
          opens up to the bay with the harbour and town in
          the background. He looks up and notices the
          Blackbird moored there.

                              BILL
                    Ah! The Blackbird has a new nesting
                    ground it seems.

          A raven flies overhead towards the harbour.

                              BILL
                         (calling to the bird)
                    Have a look shall we!?

          INT. BLACKBIRD - ISLAND - DAY

          Jack is lighting a candle below deck. He searches
          for signs of leaks until suddenly a gun is pointed
          at his head. The face of Bill Birmington glows dim
          behind him.

                              BILL
                    Aye lad! Open the box.

          Jack slowly opens the box taking the lid off.

                              BILL
                    Are there any bottles in the box lad?

                              JACK
                    Yes.

                              BILL
                    Anything in them?

          Jack removes one of the bottles.

                              JACK
                    No.

                              BILL
                    Be damned! They had to drink the rum. My
                    rum! Bloody cowards of holy hell!

          Jack sniffs and Bill notices his presence once
          again and removes the gun.

                              BILL
                    Sorry lad.

                              JACK
                    Thank you. Now will you be so kind as to
                    step off the ship.

                              BILL
                    Why?

                              JACK
                    I am trying to work here. I'm a
                    shipwright.

                              BILL
                    A shipwright? So, you would be looking
                    to make repairs to the ship?

                              JACK
                    Yes.

                              BILL
                    This being my ship, I did not ask for
                    repairs.

                              JACK
                    The captain of the this ship asked for
                    repairs after docking in our port. You
                    said this was your ship?

                              BILL
                    Is, my ship!

                              JACK
                    May I ask your name?

                              BILL
                    Of course you may!...

          Silent pause.

                              JACK
                    What is your name?

                              BILL
                    Name's captain Bill Birmington! Wittiest
                    raider of the Atlantic. The courageous,
                    conquering, cabernet of the Caribbean.
                    The Sun Pirate. Always in constant
                    search of Calico's treasure.
                    Specifically captain of the Blackbird.
                    Haven't you heard of me?

                              JACK
                    Can't say I have.

          Bill was a rather put out look as the two of them
          step off the ship and onto the dock.

                              JACK
                    So, I suppose it's just repairs to the
                    mainsails and some of the staysails look
                    in rough shape as well. I'll have to go
                    to Jurnicus' to meet Rick and bargain
                    some fabric.

                              BILL
                    Do a real good job mate!

          Jack notices the smaller boat which Bill arrived
          on, on the otherside of the deck.

                              JACK
                    Has someone else arrived?

                              BILL
                    Oh, no! I wouldn't worry too much about
                    that boat. Doesn't look worth your time
                    and precision. I'll take care of it for
                    you. Actually I saw the man bringing it
                    in. He is a merchant sailor, very good
                    fellow.

          Bill looks at Jack wondering if he bought the
          story.

                              BILL
                    Now listen lad! You don't allow this
                    here ship to leave under any
                    circumstance. Unless, Captain Bill
                    Birmington, is doing the captaining.
                    Capiche?

                              JACK
                    Of course, sir.

          Jack walks away towards JURNICUS' shop. Bill
          hesitates a moment then walks extremely casually
          back to the boat he came in on.

                              BILL
                    To the bottom of the bay for you.

          The boat sort of rocks more violently in the
          ripples of the waves.

                              BILL
                    Oh, now don't start with me. You and I
                    both knew our parting was soon. I told
                    you before how temporary you are, and
                    now I have got my ship back.

          Bill jumps into the boat uncorks a canister of oil
          and dumps the oil all over the ship. He then jumps
          back onto the dock and lights a torch.

                              BILL
                    No hard feelings, love.

          He throws the torch onto the boat and ignites the
          oil. Bill continues casually over towards the inn
          that the other pirates went to.

          INT. JURNICUS' SHOP - ISLAND - DAY

          Jack walks into the shop where Rick is already in
          the shop conversing with JURNICUS, an old, short
          and thin, decrepit man with glasses.

          Jurnicus It was damn good of ya taking the boy in
          the way you did.

                              RICK
                    Well it was sort of a personal matter.

          Jack walks up between the two men.

                              JURNICUS
                    And how are we today young Jack?

                              JACK
                    Very well, thank you. But I regret to
                    inform you, that it seems like another
                    slow day. It just looks like patchwork
                    today.

          Jurnicus turns and walks into the back room,
          exasperated.

                              JURNICUS
                    Patchwork! Always patchwork!

                              JACK
                         ( to Rick)
                    I think we've got a pirate on our hands.

                              RICK
                    Are you sure?... What makes you sure?

                              JACK
                    I was below deck searching for a leak
                    when this man points a pistol at my
                    head. After talking to me he told me not
                    to let the ship leave unless he was on
                    it.

                              RICK
                    Governor would pay dearly for the
                    capture of a pirate. Was there anybody
                    else? A crew?

                              JACK
                    No.

                              RICK
                    I've never heard of a pirate traveling
                    by himself. But still, sounds like
                    pirate activity. Follow the unsuspecting
                    ship into a harbour, then nab'um when
                    their sleepin' and run off on their
                    ship, after lootin' their pockets too.
                    Listen, don't let that ship go nowhere
                    unless I'm graciously waving it goodbye.
                    And if you see that pirate near there
                    again, you be sure to give me a call.

                              JACK
                    Yes, sir.

                              RICK
                    Now go help old Jurnicus get some
                    patches. Never know when one o'them
                    racks falls on him again. We won't be
                    spared the trouble of cleaning the whole
                    forsaken shop this time.

          Jack runs off into the back room. Rick looks
          worried and wipes the sweat off his forehead. Soon
          Jack stumbles back with a large stack of material
          with Jurnicus walking empty handed behind him.

          Jurnicus walks behind the counter mumbling about
          government problems to himself and then notices
          out the window the burning boat.

                              JURNICUS
                    What in the devil?

          Rick turns around to see what Jurnicus is talking
          about.

                              RICK
                    Be damned!

          Rick, Jack, and Jurnicus all run out of the shop
          to investigate the burning boat.

          EXT. TOWN'S DOCKS - DAY

          They reach the boat and Rick looks around,
          wondering what to do.

                              RICK
                    Fetch some water for us Jack, quick!

          Jack runs off for water.

                              RICK
                    What in the name of boat crushin' locks
                    is goin' on here? Jurnicus, you know
                    what mighta done this?

                              JURNICUS
                    Probably man!

                              RICK
                    No! No, not man. A pirate. Jack just
                    told me there was one come ashore today.
                    Spoke with'em he said. Was threatenin'
                    young Jack and everything.

          EXT. BERKELEY INN - TOWN - DAY

          Jack runs by the inn. Bill is standing outside of
          it.

                              BILL
                    Hey boy, come here!

          Jack backtracks to stand by Bill.

                              BILL
                    Where be you agoing in such a hurry,
                    aye?

                              JACK
                    The boat you said you'd take care of has
                    gone up in flames. I need water, fast!

                              BILL
                    Well you didn't think I meant take care
                    of it. I meant take care of it.

          Jack stares at him without comprehension.

                              BILL
                    Beside the point. These two barrels are
                    full of water, I heard the innkeeper
                    say. Now grab some buckets and we'll
                    fill'em up.

          Jack grabs two buckets and then he and Bill fill
          the two buckets.

                              JACK
                    Thank you very much sir.

                              BILL
                    Anytime, Captain Jack!

          Jack runs off back toward the flaming boat.

                              BILL
                         (to himself)
                    How ironic. So very gullible.

          EXT. TOWN'S DOCKS - DAY

          Jack quickly comes back with two buckets of water.
          He hands one to Rick and they both toss their
          buckets at the inflamed boat. The reaction to the
          tossing of the fluids is two small explosions, and
          the solitary mast falls over. They all jump back.
          Rick sticks his nose in his bucket and smells it.

                              RICK
                    It's not water you dumbfounded
                    ginger-fairy! It's liquor!

                              JACK
                    What? It's water! He said so! The
                    innkeeper said so! I had to take his
                    word.

                              RICK
                    Who's word?

          Jack points over to Bill Birmington standing by
          the inn. He smiles and waves and then walks into
          the inn.

                              JACK
                    He's the pirate I spoke of.

                              RICK
                    The pirate? What did you take stuff from
                    him for? He just wants to reek havoc on
                    the whole damned city.

                              JACK
                    When I spoke with you last, you didn't
                    sound so sure that he was a pirate at
                    all.

          The boat begins to sink quickly and is soon
          completely underwater.

                              RICK
                    Whether or not I was sure he was a
                    pirate is irrelevant. You only trust
                    people that you know and you don't go
                    meddlin' with strangers who I now see
                    can only have been a pirate.

                              JACK
                    I understand.

                              RICK
                         (sighs) You've got bad judgement,
                         Jack me'boy. There's no two ways
                         about it.

                              JACK
                    What are we to do with the pirate?

                              RICK
                    I'll speak to the Lieutenant and make
                    sure he be caught and hanged for
                    whatever madness he's cooked up.

                              JURNICUS
                    Come round to the shop and claim your
                    material anytime. And if anymore action
                    seems to take place, give me a call. God
                    knows I would love to lay witness to
                    something terrible.

                              RICK
                    Yes Mr. Jurnicus.

          Jurnicus turns and leaves.

                              RICK
                    You go round and pick it all up shortly.
                    I got to go do something. Then we'll fix
                    the sails, I'll turn the pirate in
                    tonight.

          Rick turns and leaves. Jack pulls out his sister's
          necklace that he now wears and reaches into his
          pocket and pulls out the calico medallion.

                              JACK
                         (to himself)
                    Calico.

          EXT. CALICO CLIPPER - OCEAN - DUSK

          SHOT OF Calico Clipper moving across the waves.
          CAMERA ZOOMS in through a window into a quarters.

          INT. REBECCA RACKHAM'S QUARTERS - CALICO CLIPPER - NIGHT

          Rebecca Rackham, still alive, is sitting in the
          room; she wears a beautiful dress, an off-white
          almost grey color, complimenting her million
          dollar features.

          Enters two pirates, MOONY who is rather short and
          carries a mop and CHAOS, a tall gangly man whose
          heritage is of both Ireland and Scotland and
          therefore we can barely make out any of the words
          he says except for his last one or two.

          Rebecca stands defensively. Moony pushes the mop
          in Rebecca's direction. She rips it violently from
          his hands.

                              MOONY
                    You'll be mopping the deck this evening.
                    Captain didn't much like the job you
                    done last night. (beat) But of course,
                    the captain, asks you dine with him.

                              REBECCA
                    Does not he already know the answer to
                    that obsolete question? That question in
                    which he seems to be undaunted by the
                    ever repeating answer. Does he yet not
                    realize that the answer in which he
                    craves for so dearly will never be
                    spoken by my lips? Nor by the tongue of
                    any other noble woman. If my answer
                    seems always to patronize him so very
                    much, why does he continue to ask such a
                    question?

                              MOONY
                    He never much liked the folly words of
                    your father neither. I have said many
                    times that you're as outspoken as your
                    cold dead father, and just as senseless.
                    If I were you I'd do what was asked of
                    you. He won't put up with it all
                    forever. He'll soon be tying you to the
                    mast. He won't dare try to protect you
                    soon. The Captain isn't stupid. He knows
                    we're close to turning on him. Soon, (he
                    sniffs her) we'll all have our way with
                    you.

                              CHAOS
                    All of us!

                              REBECCA
                    Have you yet to learn that your threats
                    send no fear into my soul? I say again:
                    I will never dine with Mortico, nor will
                    I accept the offer of his hand in
                    marriage, nor give in to his constant
                    threats. The worst death imaginable
                    seems but a small prick of the finger,
                    which is worse than either of you two
                    have been able to accomplish thus far.
                    No bodily harm have you ever been able
                    lay upon me since that unfortunate day I
                    was brought aboard this ship.

                              MOONY
                    No one means any bodily harm towards you
                    love. Your capture has been too good to
                    be true. You've grown into your own, and
                    a great thing is too good to waste.

                              REBECCA
                    You're despicable! Why doesn't Mortico
                    come here and talk to me face to face?
                    Can he not bear the words from which are
                    spoken from my lips? Must he hear
                    everything second hand from his henchmen
                    of cruelty?

          Mortico steps into the room behind Moony and
          Chaos. He puts a hand on both of their shoulders.
          Chaos jumps at the touch.

                              MORTICO
                    Young missy, for too long have you
                    denied me of your company and not
                    returned my hospitality. I have lost
                    patience in your sneer remarks. What you
                    owe to me is everything, what you
                    deserve yourself is worse than death.
                    But we waste not the company of a
                    beautiful woman. If refusals continue to
                    be spoken by you then my questions will
                    become harsh demands. Your escape attempts
                    are useless. You forget that we aren't
                    nowhere near a shore. Any attempt to
                    rescue you has long been abolished. You
                    must face the fact that in the civilized
                    world you're dead. In three days you
                    will give me an answer that gratifies my
                    starvation, or you will be alone. If you
                    know what I mean.

          Moony and Chaos walk out of the room. Mortico
          turns to leave.

                              REBECCA
                    Mortico you must see reason! Please
                    release me, for in no way will you ever
                    find enjoyable company of me! You must
                    let me go, I beg you.

                              MORTICO
                         (turns around) No Miss Rackham, I
                         believe your company that will be
                         received by the entire crew will be
                         much improved from now on!

          Mortico grabs the mop from Rebecca's grasp, turns
          and walks out shutting and locking the door.
          Rebecca sits back on her bed and curls up.

          EXT. REBECCA'S QUARTERS - CALICO CLIPPER - NIGHT

          Mortico addressing the crew. He stands in front of
          the closed door and the crew huddles in a
          semicircle around him. Moony closest to Mortico.

                              MORTICO
                    On no account will Miss Rackham be even
                    touched by any of you. From now on it is
                    I who calls every move. You have all
                    lost the privilege to think for
                    yourselves until I have said otherwise.

                              MOONY
                    Mortico, you're heading for trouble.
                    When will we be relieving ourselves of
                    this torture? I thought the idea was to
                    change the way things work on this ship.
                    She's always had too much protection and
                    now you grant her even more!

                              MORTICO
                    I grant her nothing. No questioning of
                    my decisions should be heard, for
                    without me the lot of you would be
                    sleeping with the pigs in a gutter under
                    the window of a eunuchs inn. With whom
                    you would then find true love!

          All the pirates yell their displeasure and draw
          their swords out, pointing them at Mortico who
          draws his sword in defense.

          Mortico stabs the man nearest him who leans in a
          little too threateningly in the stomach.

          Everyone reacts looking at their fellow shipmate
          die on the end of their captain's sword.

          Mortico withdraws the sword and the man falls back
          dead.

          All eyes go back to Mortico.

                              MOONY
                    Mortico, you're heading for trouble.
                    We'd be fine and dandy on our own, and
                    without you the Rackham girl would
                    finally be up for grabs.

                              MORTICO
                    But who dares challenge me? Not one of
                    you foul followers has got it in him to
                    draw blades with me alone. I will not
                    tolerate any more of this! My authority
                    is sole and strong. You'll get no
                    abdication out of me.

          Mortico sheaths his sword and the rest follow suit
          except for Moony.

                              MORTICO
                    Better lower that my friend or someone
                    may lose an eye... and you, a head.

          Moony sheaths it slowly.

                              MORTICO
                    I promise, that you will get your hands
                    on whatever pleases you in three days.
                    At which time she will make a choice
                    that will please even the lowliest of
                    you scurvy ridden dogs!

          Laughter from Mortico and the rest of the pirates.

                              MORTICO
                    Now back to work! Or you'll be enjoyin'
                    the company of the sharks!

          He tosses the mop to Moony who scowls. All the
          rest of the pirates break into fast nervous motion
          and hurry to get back to what they were doing.

          EXT. ISLAND - DUSK

          Rick Cottree walks down a quiet street and
          approaches Lieutenant Robert Birmingham of the
          royal navy. He has noticeably aged several years
          of stress and hard navy work. He looks like a
          stern drill sergeant.

                              RICK
                    Lieutenant?

                              BIRMINGHAM
                    Yes Mr. Cottree?

                              RICK
                    A quick word?

                              BIRMINGHAM
                    Of course. What is it this time?

                              RICK
                    Well, sir, it's a pirate! I saw him this
                    morning. Jack had a word with him. He
                    blew up a boat on the docks today.

                              BIRMINGHAM
                    So you say. You're sure that he is a
                    pirate?

                              RICK
                         (nodding)
                    Aye Lieutenant!

                              BIRMINGHAM
                         (thinking)
                    Well I suppose we haven't got time to waste.
                    We can capture him tonight, by the end
                    of the week he'll be hanged. I thank you
                    again for reporting this to me
                    personally. You may receive an award post-
                    capture. I'll of course need to discuss
                    all matters with the Governor. If he
                    indeed is a pirate, we will catch him.
                    You will be able to sleep soundly tonight
                    I hope. Now if you would be so kind as
                    to tell me the location of this pirate.

                              RICK
                    Of course, sir, of course. That'd be the
                    Berkeley Inn. I saw him in there and I
                    have reason to believe he may be here to
                    murder some of my customers and
                    commandeer their ship, possibly
                    tomorrow.

                              BIRMINGHAM
                    Yes, it will be taken care of right
                    away, I assure you!

          Rick turns to leave but remembers something and
          turns back.

                              RICK
                    Ah yes! He looks rather ragged. With the
                    hair and the teeth and the hat. Well,
                    you know.

                              BIRMINGHAM
                    Yes I know the look only too well. Good
                    evening!

                              RICK
                    Yes! Well, g'evening!

          Rick turns and walks away. The Lieutenant turns to
          his counterparts.

                              BIRMINGHAM
                    Well, alert the other men. Smith, go to
                    the Governor, make sure he is safe. Tell
                    him our situation. I would like to do
                    this civilly. Let's go gentlemen.

          Lieutenant Birmingham walks towards the inn
          followed by several other marines. Another group
          starts off in another direction.

          EXT. RESIDENTIAL STREET - TOWN - NIGHT

          Bill walking down a dark alley with dimly lit
          windows from houses on either side. He walks up to
          one of the windows and peers in. He then moves to
          the door and knocks twice. He quickly sidesteps
          into the shadows silently. A WOMAN opens the door
          and looks curiously out.

                              WOMAN
                    Hello?

          Bill jumps out from the shadows and yells. The
          woman screams. Bill then steps forward quickly and
          puts a hand over the woman's mouth.

          EXT. MARKETPLACE - TOWN - NIGHT

          Birmingham and his marines.

          They all stop and look back towards the alley.

                              BIRMINGHAM
                    It came from over there!

          They all hurry off toward the alley.

          EXT. WOMAN'S HOUSE - TOWN - NIGHT

          Bill with woman. He has his hand over her mouth
          and listens, he hears quick footsteps and pushes
          the woman back into the house. She starts screaming
          again.

                              BILL
                    Women, they will be the death of me!

          He pulls himself up onto the door and pulls
          himself from the door up to a balcony above it and
          kicks the door shut. Birmingham and his men come
          running around the corner and stop at the door.
          Birmingham opens the door of the screaming woman
          and steps in.

                              BIRMINGHAM
                    Ma'am, calm down please. Please calm
                    down!

          She stops screaming.

                              BIRMINGHAM
                    What is it ma'am?

                              WOMAN
                    A man! A strange man came into my house
                    and grabbed me! A strange dirty man.

                              BIRMINGHAM
                         (very seriously (almost bored
                    Strange and dirty. That sounds like our
                    man gentlemen. Where did he go?

                              WOMAN
                    He sort of climbed up the wall.

                              BIRMINGHAM
                    Up the wall? What? How could he climb up
                    the wall?

          EXT. HOUSE'S BALCONY - TOWN - NIGHT

          A crow lands softly beside Bill, and caws. Bill
          jumps with a start.

                              BILL
                         (disgusted fright)
                    Bah!

          He shoos the bird back into flight.

          EXT. WOMAN'S HOUSE - TOWN - NIGHT

          MULLIGAN, a short, fat marine, looks up.

                              MULLIGAN
                    There he is sir!

          He points up to the balcony. Birmingham runs out
          and looks up. Bill quickly climbs into the window.

                              BIRMINGHAM
                    Follow me men!

          He runs into the woman's house and plans to cut
          him off around the back door connected to the
          other alleyway. As soon as the men run into the
          house, Bill quietly steps back out of the window
          and jumps down to the ground. Mulligan, last into
          the house turns at the sound and sees Bill
          standing there.

                              MULLIGAN
                    Hold Lieutenant Birmingham! He's back
                    here!

          Bill runs off down the alleyway followed by the
          marines and Birmingham all flooding out of the
          house.

          Bill runs to the end of the alley and just before
          he gets there the other group of marines led by
          Smith turn into the alley.

          Bill quickly runs into the house nearest to him on
          his right and slams the door. He runs into a room
          and then climbs a ladder leading into the attic.
          The attic has a window and a balcony.

          The marines run into the house following Bill but
          Birmingham and his men stand outside the door
          waiting. Bill hears the footsteps on the ladder
          and climbs out onto the balcony. There is a rope
          hanging from the roof.

          He looks in and makes eye contact with the first
          marine into the attic. The marine moves faster.
          Bill climbs onto the rope hanging down and climbs
          down about a foot before hearing all the marines
          on the ground shift and point their muskets up at
          him. He looks down.

                              BIRMINGHAM
                    Come down and make your life a week
                    longer.

          Bill notices a rope hanging down on the opposite
          wall across the street. He pushes off from the
          wall and jumps across the street grabbing the
          rope. The marines try to shoot him from out of the
          air but miss. Bill climbs up the rope and onto the
          roof while being continually shot at.

                              BIRMINGHAM
                    Come on men!

          They run to the end of the alley and turn left
          around the building. Bill runs to the otherside of
          the roof.

          On the ground at the otherside isn't another alley
          but a more brightly lit and larger street with
          shops and a market. There are many people going
          about their evening business.

          Bill jumps off the roof onto yet another rope and
          swings down onto the ground and continues running
          towards the heart of the town, where more people
          are congregated.

          Behind him, Birmingham and his men turn the corner
          from out of the alley and chase him while the
          other group of marines come around the other side
          of the alley and join up beside Birmingham's men.

          Bill pushes people and knocks them out of his way.

                              BILL
                    Get out of the bloody way mortals!

          A woman screams and jumps out of the way while
          some of the men try and stop Bill. He knocks them
          flying out of his way.

          A marine comes from a side street in front of
          Bill. Bill pulls out his sword and fights for a
          short time before stabbing him and continuing to
          run. Bill runs out of the crowd of people and now
          there is nobody in his way.

          The marines get out of the crowd shortly after
          Bill.

                              BIRMINGHAM
                    Now men! Fire!

          The marines aim their guns and fire at Bill. He
          quickly dodges aside into a store to his left.

                              BIRMINGHAM
                    Get in after him men! We can't let him
                    get away!

          They all follow into the store. As soon as all the
          marines file into the shop after Bill, Bill steps
          out of a shop on the other side of the street.
          Birmingham looks over and can't believe his eyes.

                              BIRMINGHAM
                    Wait men! He's back over here!

          Bill stands in the doorway, frozen. The marines
          run out of the shop some smash the shop's window
          so they can get out easier than flooding through
          the doorway. Bill vanishes back inside his shop
          just before the marines get there. Birmingham
          watches as the marines look for Bill.

          BUT WAIT!! Bill walks smoothly back out of the
          shop he originally went into, back on the other
          side of the street again! He walks slowly behind
          Birmingham, then grabs him and points his gun at
          his head.

                              BILL
                    Aye captain! What be your title?

                              BIRMINGHAM
                    Lieutenant Birmingham. Royal Navy.

                              BILL
                    Of course! Birmingham? Ha! Birmingham,
                    son of a fat, fat man. Birmington, son
                    of the Lord! Isn't it ironic that a good
                    clean noble and authoritative man like
                    yourself has such a discouraging name,
                    while the scoundrel of a man, all out
                    bad guy, allusion to myself, has such a
                    virtuous one.

                              BIRMINGHAM
                    Yes, Bill Birmington is it not? I've
                    heard of you.

                              BILL
                    Wonderful. Are you familiar with the
                    concept of halitosis?

                              BIRMINGHAM
                    Are you?

          The marines run out of the shop they entered.

                              SMITH
                    Sir, he's not in there, he's just
                    vanished...

          He breaks off seeing his lieutenant in the arms of
          the pirate.

                              BILL
                    The Invisible Bill Birmington. Close
                    enough mate! Put down the gun. The whole
                    abundance. You know the drill.

          Smith and the rest of the marines put their
          weapons down.

                              BILL
                    That a boy's!

          Bill backs up dragging Birmingham with him,
          towards the crowded street.

                              BILL
                    Stay calm people. Don't move. And don't
                    you budge either slick.

          Smith took a step forward but halts immediately.

                              BILL
                    Good. Good. Now, if you could all just
                    turn around. Good.

          Bill kicks Birmingham in the back of the knees
          knocking him to his knees and takes off running
          back into the immobile crowd in the street. The
          marines immediately turn and pick up their weapons
          and chase him. Birmingham gets back up and moves
          slowly after Bill. Bill turns a corner and has
          much more space between himself and his pursuers
          now. He jumps back into the Berkeley Inn. The
          marines run right past the inn looking for Bill.

                              BIRMINGHAM
                    Hurry men! He can't have gone far!

          INT. BERKELEY INN - TOWN - NIGHT

          Bill walks casually over to a table in the inn's
          bar and sits down.

          EXT. MARKETPLACE - TOWN - NIGHT

          Jack is walking down the crowded street that the
          chase occurred on. The people are all excited and
          yelling and talking about what they just
          witnessed. Jack looks at some of the more
          exuberant ones with a strange face. He then turns
          down the street of the inn and steps inside the
          Berkeley Inn. Jack walks over to the bartender,
          MR. BERKELEY.

                              JACK
                    Excuse me, Mr. Berkeley.

                              BERKELEY
                    Good evening master Jack.

                              JACK
                    Good evening. I am looking for a Mr.
                    Bill Birmington.

                              BERKELEY
                    Birmington?... Of course. Checked in
                    this morning. I believe he just walked
                    in actually. Yes he did. Right over
                    there.

          He points to the corner Bill is sitting in.

                              JACK
                    Yes, I see him. Thank you.

          Berkeley nods him away. Jack walks over to Bill's
          table hesitantly.

                              JACK
                    May I sit down?

                              BILL
                    Course you may!

                              JACK
                    Bill Birmington? I thought I recognized
                    your name when first you told me. I
                    couldn't quite put my finger on it, but
                    I remember hearing your name. You're a
                    pirate. You were banned from Spain.

                              BILL
                    And still am! But they don't know about
                    my piracy, I was actually banned for
                    three counts of public urination. What
                    do you want young lad?

                              JACK
                    I want to kill Mortico!

          Bill looks at him questioningly.

                              BILL
                    Elaborate.

                              JACK
                    My name is Jack Rackham. I was aboard
                    Mortico's ship with my father until I
                    was eleven years old. He then smuggled
                    me off the ship and took me to my
                    mother's house where I was to live the
                    rest of my days. My father was caught in
                    the deed. Mortico killed him. As well as
                    my mother and sister, Rebecca. Ten years
                    I have been waiting for any chance to go
                    after Mortico and fulfill my revenge.
                    You are my chance.

                              BILL
                    Your father was a pirate?

                              JACK
                    No! He was captured and taken onto the
                    ship along with me when I was very
                    young. He was their cook. He cleaned the
                    deck, as did I. We were their slaves.

                              BILL
                    And I am your chance you say? You've
                    been waiting these last ten years for a
                    pirate to stumble into your little town
                    and tag along with him on a great
                    peregrination to go after the most
                    feared and invulnerable pirate in the
                    Caribbean. Why would I want Mortico
                    dead?

                              JACK
                         (irritably)
                    I want Mortico dead! This has nothing to do
                    with you!

                              BILL
                    Exactly! Nothing to do with me. You put
                    your finger right on the reason for my
                    delay. In most cases a voyage of
                    murderous and treasure-seeking paths
                    would be right up my alley. My cup of
                    tea. What have you. But risk without
                    reward is what I don't like. Adventure
                    is good but to go after Mortico is
                    ludicrous. You do not know his strength.
                    You've been on the shore far too long.
                    Do you know even the first thing about
                    piracy?

                              JACK
                    I'm not looking to engage in piracy! I
                    despise pirates and would never become
                    one myself!

                              BILL
                    Oh, don't be so dogmatic. Do you know
                    what I am by the way? Thank you for the
                    overly generous compliment concerning my
                    lifestyle. But if you want to journey
                    across the high seas for no better
                    purpose than to kill another man, not
                    that that's all that bad of an idea, but
                    it is piracy. Hold on.

          Bill leans over to his left and whistles. Over
          flies a raven that lands on the table. Bill
          whispers something to it and it flies off near the
          door and then lands in the shadows.

                              BILL
                    Bombur. He'll alert us if someone wishes
                    to unpleasantly interrupt our
                    conversation. Now let's get back to why
                    I should aid you in this hegira of
                    yours.

                              JACK
                    When the deed is done. And Mortico is
                    dead. I will leave you his ship.

                              BILL
                    I have a ship. One in which I'm rather
                    fond of. But what of his crew? You kill
                    Mortico, the crew lives and accept me as
                    their new Captain, is that it?

                              JACK
                    I have a medallion. A solid gold
                    medallion worth very much.

                              BILL
                    One medallion? Why should I keel over
                    and accept your terms for just one
                    golden medallion.

          Jack reaches into his pocket and pulls out the
          Calico medallion his father gave him. Bill's eyes
          light up a bit.

                              JACK
                    Calico. You mentioned that you were ever
                    in search of Calico's treasure. I
                    thought this may be some of it.

                              BILL
                    This is not some of it boy! This might
                    as well be all of it! Where did you come
                    by this?

                              JACK
                    My father gave it to me the day we
                    parted.

                              BILL
                    Of course he did. Old Johnathan Rackham.
                    Do you know your grandfather boy?

                              JACK
                    I never met him, no.

                              BILL
                    If you are who you say you are, Jack
                    Rackham, then your grandfather was
                    Calico Jack Rackham. The most famous
                    pirate of his day.

                              JACK
                    Pirate?

                              BILL
                    Of course! He gave that medallion to
                    your father. Your father gave it to you.
                    And now you pass it on to old Billy
                    here.

                              JACK
                    Not yet I haven't. You will receive this
                    token when all is done and Mortico is
                    dead.

                              BILL
                    Not when Mortico is dead. You are the
                    one killing Mortico. The way I
                    understood, you just needed a ride
                    there. Now, back to the medallion. You
                    say you got it ten years ago.

                              JACK
                    Yes. My father gave it to me. You say
                    that my grandfather gave it to my
                    father. Why? Did you know my
                    grandfather.

                              BILL
                    Very well I did. He probably wanted his
                    medallion passed down through trusting
                    hands. No one did he trust greater than
                    your father. However, I had his trust
                    more so than any of his other crew.

                              JACK
                    My father wasn't part of his crew?

                              BILL
                    Your father was never a very good
                    pirate. More of a sailor. Not up to
                    killing. The pirate courage tends to
                    skip a generation. Gives me very high
                    hopes for you.

                              JACK
                    I want nothing to do with piracy.

                              BILL
                    Course you don't.

                              JACK
                    So, pirates bury their treasure?

                              BILL
                    Talk sense boy! Course we don't. That'd
                    be ridiculous. What's the point in
                    getting mountains of gold if your not
                    gonna use it? Let me ask you that.
                    Calico buried his treasure because he
                    knew Mortico was trying to kill him and
                    take his treasure. Also knew that one of
                    his crew, were betrayers and told
                    Mortico everything about Calico and
                    where he was. So, he buried it. Hoping
                    that one of his kin would dig it up
                    again someday. This medallion of his mate,
                    was made especially for his kin. It's
                    the map of how to get that treasure of
                    his. Of course it can't just be looked
                    at. The sand, and only the sand that is
                    of the island he buried it on can be
                    mixed with the medallion to force its secret
                    to be told. And of course, only his
                    heirs can find the island. An island at
                    the nexus of the universe, the point
                    where first and first intersect.

                              JACK
                    Where's that?

                              BILL
                    You need not worry yourself over the
                    nexus, the path to the island is already
                    laid before your feet. It is just a
                    matter of you finding the ocean, and the
                    Sea Gods will show you, and only you,
                    the way.

          Jack looks at him confused.

                              JACK
                    So, you need me to take you to the
                    island. If you take me to Mortico and I
                    kill him, I will join you in the search
                    for Calico's treasure.

                              BILL
                    Me thinks that Mortico will be the one
                    that you'll be showin' to the island. He
                    of course wants nothing else, he has
                    also been searching these last long
                    years for it. However, only recently
                    have I discovered that I needed you. Now
                    boy listen. Are you willing to fight,
                    and be fought. To kill, and to be
                    killed?

          Jack hesitates, thinking.

                              JACK
                    Yes.

                              BILL
                    Curious isn't it. That when I ask if you
                    are willing to kill you hesitate. But
                    the whole point of this little excursion
                    is to murder Mortico.

                              JACK
                    I will kill him!

                              BILL
                    Sure you will.

          Bombur the raven flies over and caws into Bill's
          ear then flies away again. Bill and Jack look over
          at the bar where Birmingham and two of his marines
          are talking to the bartender, Berkeley. Berkeley
          points through the crowd at Bill.

                              BILL
                    I will meet you in the back alley.

          He hurries away out a back door as Birmingham
          walks over followed by his two men. He stops at
          Jack's table.

                              BIRMINGHAM
                    Good evening Mr. Rackham.

                              JACK
                    Good evening Lieutenant.

                              BIRMINGHAM
                    What are you doing at the Inn? Surely
                    not staying, you have a place of your
                    own just down the street.

                              JACK
                    Yes sir I do. I just came for a drink.

          Birmingham looks down at the empty table and looks
          back up to Jack curiously.

                              JACK
                    It's quite busy tonight as you see.
                    Service is a little slow.

          Birmingham pauses. Not sure what to do or say. He
          glances around and then continues on to a few more
          tables. As he leaves Jack gets up slowly and then
          walks casually out. He turns into the back alley.
          As soon as he does he is grabbed by Bill around
          the mouth.

                              BILL
                    Listen lad. And listen hard. That ship
                    you were repairing is mine and tomorrow
                    we are going to hop on it before anybody
                    else is near the docks you got that lad?

          Jack nods.

                              BILL
                    Good.

          He pushes Jack forward a bit and then walks off
          into the alley. As he is walking Bombur flies from
          the right and lands on Bill's right shoulder. Then
          the silhouette of the man and his raven disappear
          into the fog.

          INT. JACK'S BEDROOM - ISLAND - DAWN

          In the large attic above Cottree's shop is where
          Jack is sleeping on his bed. Bill walks slowly up
          to Jack with his sword at his side. He nudges Jack
          with the tip of the sword. Jack stirs and opens
          his eyes. As he does Bill points his sword at
          Jack's throat. Jack is taken by surprise.

                              JACK
                    What are you doing?

                              BILL
                    Do you forget? We ship off right away
                    this morning. I waited at the ship for
                    ye, to arrive. I decided to engage in
                    second thoughts about your agreement.
                    You see, you are in possession of the
                    one thing I have been searching for, the
                    past, nigh on twenty years of my life.
                    Now, for a moment, look at the position
                    I'm in. I can force you to show me the
                    way to the island straight away. Or, I
                    can get involved in your sordid affairs,
                    sail to meet Mortico, tell him that I
                    brought his murderer, and, in all
                    likelihood, suffer the same fate as
                    yourself.

                              JACK
                    We had an agreement last night!

                              BILL
                    So we had each other's word, what good
                    is that. Words can be broken.

                              JACK
                    I would keep mine!

                              BILL
                    You would keep yours, yes. But we do not
                    have a binding contract to uphold. I
                    don't like you. Your father and
                    grandfather were good men but you are
                    so... impish.

                              JACK
                    So, what will you do?

                              BILL
                    I think I'll kill you!

          Quickly Jack throws a candle holder at Bill
          forcing him backwards. Jack rolls off the bed and
          moves to a table on which is Calico's sword. Jack
          grabs it and Bill runs over to him and swings his
          sword. Jack blocks it in time. Bill continues to
          swing and Jack defends him still.

                              BILL
                    So you can fight. This will make matters
                    much easier.

          He lunges at Jack but Jack dodges around him and
          jumps onto the bed. He fights from there for a few
          swings before jumping behind a bed post. Bill
          simply cuts the post in half with one swing of his
          sword.

                              JACK
                    You are slow! You'll never catch me!

                              BILL
                    Don't be too confident boy or things may
                    get messy.

          Bill chases Jack to the other side of the room
          where Jack grabs some netting and throws it at
          Bill. He becomes entangled quickly. Jack runs back
          over near the bed where there is a closed window
          which he desperately tries to open but the latch
          is stuck and rusted. He get sit open eventually
          and starts to climb out but Bill finds a way out
          of the net and runs over to Jack. Jack is forced
          to cancel the easy escape and defend himself
          again.

                              BILL
                    Now you've done it boy. I don't like
                    being outmatched. I have no choice but
                    to kill you now.

                              JACK
                    What of our accord?

                              BILL
                    Are you still going on with the 'binding
                    contract?' Your paramount authenticity
                    boggles my mind. It's over, I've
                    diminished it and no longer acknowledge
                    it, capiche.

          Jack lunges at him and forces Bill back towards
          the window. Bill begins to grow flustered by his
          lack of swordsmanship compared to Jack. They
          continue fighting, only pausing to heave insults.

                              BILL
                    Arr, scurvy-knave. Your skin is as white
                    as the bones of your kind, and your
                    innards as yellow as the sun.

                              JACK
                    And your soul is as black as the night.

          They continue to fight. Then pause again with
          swords together.

                              JACK
                    Your mother went dollar to dollar as one
                    of the bearded lady's at O'Malley's
                    circus show.

                              BILL
                    But I recall you as being one of the
                    cycling dwarves.

          Bill starts to win. Then pause.

                              BILL
                    Lad I cannot wait to be giving your
                    eulogy.

                              JACK
                    Calm yourself, you're foaming at the
                    mouth.

          They fight some more, Bill continues to win the
          match.

                              BILL
                    Why do you want to kill Mortico?

                              JACK
                    Revenge!

          Jack starts to win the fight. Then pause.

                              JACK
                    You are going to rot in the burning
                    flames of hell. Where you came from!

          They both fight a bit longer, until Jack knocks
          Bill onto his back and points his sword across
          Bill's throat. Bill raises both his hands to his
          eye.

                              BILL
                    Me eye!

                              JACK
                         (concerned)
                    Are you all right?

                              BILL
                    Just kidding.

          He removes his hands from his face and starts to
          get up but Jack lowers his sword back against
          Bill's throat. Bill simply pushes the sword away
          unconcerned that Jack may kill him and stands up.

                              BILL
                    We really need to work on your insults
                    mate. I mean revenge, why not vengeance.
                    I actually prefer vengeance, it seems
                    sweeter when all is all.

          Bill sheaths his sword. Jack looks confused.

                              BILL (CONT'D)
                    I'll admit it. You fight far better than
                    I anticipated. But like I said, you're
                    insults need a great amount of improvement.
                    Not bad for a beginner I suppose.

                              JACK
                    What are you talking about?

                              BILL
                    What lad? Did you really think I had the
                    intent to kill you? Heavens no! Besides,
                    it isn't the best swordsmen who wins the
                    fight. You must break down your enemy
                    psychologically, so he doesn't know left
                    from right, or black from white. Though,
                    isn't it ironic that to win a fight you
                    need not take part in violence until the
                    end of the frolic. In which case, only
                    brutal violence can win the match
                    conclusively.

          Jack, confused at what Bill is saying, changes the
          subject.

                              JACK
                    If you weren't trying to kill me, then
                    what were you doing?

                              BILL
                    Bit of pirate training. There be no use
                    in taking you to Mortico if you don't
                    know the first thing about what you're
                    getting yourself into. Mind, you need
                    much more training. That was lesson
                    number one. But we're leaving today. How
                    is your dexterity aboard a ship? I
                    suppose you can't sail?

          Jack shakes his head.

                              BILL (CONT'D)
                    Excellent! I must go gallivanting after
                    Mortico by meself and a carpenter... The
                    basis of what you wish to do lies within
                    the words I speak to you now.

          Jack leans attentively toward Bill.

                              BILL (CONT'D)
                    Jack, you are not remembered by your accomplishments
                    in the past, but by what most people
                    truly believe you did. Remember that.

          Jack thinks thoughtfully of these words.

                              BILL (CONT'D)
                    Well we'll need to find ourselves a
                    crew. Follow me.

          They walk downstairs into the shop and find Rick
          Cottree tied to a beam with his mouth full of
          rope.

                              JACK
                    What happened to him?

                              BILL
                    Oh! He was none too happy about me
                    coming to wake you seems. Said I
                    couldn't come in here. Threatened to
                    call old Birmingham down to arrest me,
                    have me hanged. You know, the whole
                    pirate persecution. As I never cease to say,
                    'great spirits have always encountered
                    violent opposition from mediocre minds.'

          Jack walks over and takes the rope out of his
          mouth.

                              RICK
                    Careful Jack! He be a pirate!

                              JACK
                    I know Rick. He's here to help me.

          Jack unties Rick from the beam.

                              JACK
                    I'm going away. Though I wish to ask you
                    to come with me.

                              BILL
                    No! No! He cannot come. When I said we
                    needed a crew I meant that I know just
                    the place to find one.

                              JACK
                    There is no one I trust more than Rick
                    here.

                              BILL
                    Well maybe putting your trust in me
                    would be much more beneficial as I am
                    sure to prove to be a much more able
                    bodied man than he.

                              JACK
                    Even so, I want someone I know and can
                    trust with my life. Will you come.

                              RICK
                    Where are we headed?

                              JACK
                    We are going to hunt down Captain
                    Mortico so I can kill him and avenge my
                    family.

          Rick seems to light up with pure glee.

                              RICK
                    I'm in lad! You can trust me.

                              BILL
                         (sighing)
                    So, what is the name of the worthy companion
                    in which young Jack hasth choseth and
                    not I.

                              RICK
                    Aye, Rick Cottree sir!

                              BILL
                    Come again?

                              RICK
                    Uh, Rick Cottree.

                              BILL
                    Rick Cottree?

          Rick nods and Bill begins to laugh.

                              BILL
                    Rick Cottree!

          Bill doesn't know why Jack and Rick aren't
          laughing whilst he is in hysterics.

                              BILL
                    Rick Cottree. Rick, Cot, Tree, Rick
                    Cottree. Rick, cot, and tree...

          Jack and Rick stare and Bill and then exchange
          significant looks, clearly not getting the joke.

                              BILL
                         (flustered)
                    Oh, the density in this room

          He turns and walks out of the shop towards the
          Blackbird. Jack and Rick look curiously at each
          other one more time before following. Jack catches
          up to Bill.

                              JACK
                    What of the men who arrived here in this
                    boat?

                              BILL
                    Don't you trouble yourself with them. I
                    gave them a little surprise to keep them
                    stalled for a while.

          Bill snorts, trying to hold in his laughter and
          then takes a deep breath to calm himself. As he
          steps up onto the ship, Bombur flies over onto his
          shoulder.

                              BILL
                    All right! You must know how to launch a
                    ship right?

                              JACK
                    Yes.

                              BILL
                    No problems then. Hop aboard Cottree!
                    Jack, let go the ropes.

                              RICK
                    Aye, sir there might be one problem!

          He points to the town where Birmingham and his men
          are searching incredulously for Bill.

                              BILL
                    Of course it is. Hop aboard Cottree!
                    Jack, let go the ropes. We're fine for
                    now they don't see us.

          Rick climbs on board and Jack goes down the ship
          untying the ropes. Bill walks over to the wheel
          and embraces it, smelling the wood.

                              BILL
                    I'm back love! You need not worry
                    yourself any longer.

          EXT. MARKETPLACE - TOWN - DAY

          Birmingham finally notices Bill on the ship.

                              BIRMINGHAM
                    To the docks men! Hurry!

          They all run quickly to the ship.

          EXT. BLACKBIRD - TOWN'S DOCKS - DAY

          Jack is walking back along the ship and looks up
          noticing Birmingham barreling towards them.

                              JACK
                    Here they come!

          Bill and Rick look back and Jack runs up on to the
          deck.

                              BILL
                    Sooner then I'd hoped. Cottree tie down
                    that line!

          He points to the jib sail at the front of the
          ship. It's not tied down and is hanging on the
          deck. Rick runs over and untangles it and tries to
          tie it.

                              BILL
                    Boy, you missed the stern line! It's
                    weighing us down!

          Jack turns and sees one line he hadn't untied yet.
          He jumps down onto the dock and unties it as fast
          as he can. Two marines are running down the dock
          towards Jack and reach him before he's able to
          climb back on board.

          Jack side steps one of the marine's swings and
          then hits him in the face. Jack grabs the line and
          swings it ferociously at the other marine knocking
          him down hard. Jack throws the line in the water.

          Rick swings a line attached high up the mast and
          throws it to Jack, who catches it. The Blackbird is
          now almost passed the dock and Jack has no chance
          of climbing aboard. He runs down the dock with the
          rope in his hand alongside the Blackbird.

                              RICK
                    Hurry Jack!

          A couple of marines are chasing Jack and getting
          closer. Jack reaches the end of the dock and jumps
          off the dock swinging up onto the deck of the
          Blackbird by the rope from the mast.

          One of the marines come close to jumping on his
          back but misses and flies of the dock into the
          water. The rest of the marines are all on the dock
          now. Bill turns back to yell back to Birmingham.

                              BILL
                    So long Lieutenant! And as you go down
                    the banister of life, may the splinters
                    be pointed the other way!

          EXT. TOWN'S DOCK - DAY

                              BIRMINGHAM
                    Marines! Fire!

          All the men aim their guns and fire at the three
          men on the ship but nothing hits them. The
          Blackbird sails safely away.

                              SMITH
                    What should we do now Lieutenant?

                              BIRMINGHAM
                    Prepare the Tiberius. We'll hunt them
                    down and catch them! Justice will be
                    served!

          EXT. BLACKBIRD - SEA - DAY

          Bill steering the ship out into the open sea.

                              BILL
                    Good work lads. Fine job!

          Jack is pulling the line out of the water.

                              RICK
                    Aye, Jack why don't you go hand the fore
                    staysail?

                              BILL
                    Cottree!

                              RICK
                    Aye!

                              BILL
                    Did I just hear you give an order!? You
                    are not permitted to be sending out any
                    orders whilst I am the Captain of this
                    ship. I don't know how you managed
                    things back in your little shop. But out
                    here, the boy outranks you! Capiche!

                              RICK
                    Aye!

          Rick walks over to the fore staysail, climbs up
          the mast a little ways and pulls the sail tight.
          Jack walks over to give him a hand after reeling
          in his line. He pulls the bottom of the staysail
          tight and ties it up.

                              BILL
                    Now Cottree. Hoist the colors! And look
                    proud of it! Big smiles!

          Rick looks at him unbelievably.

                              RICK
                    You know, the sun doesn't follow you
                    around all day.

                              BILL
                    But every time I look up: there it is.

          Rick looks at him a second then puts on a big fake
          smile. Bill smiles back. Rick hoists up Bill's
          flag, which is black with a skull in the middle,
          spread wings on either side of the skull, and a
          raven's tail directly under the skull pointing
          down. Jack watches the flag go up and then walks
          up to where Bill is steering the ship at the hull.

                              BILL
                    Lesson three! Listen up too Cottree.

          Rick looks over to Bill, still with the flags rope
          in his hands.

                              JACK
                    Three? What about two?

                              BILL
                         (counting on his fingers)
                    One, two, three, four. What about two?
                    I've given it to you already. The whole
                    Attila the Hun, "what most people think
                    you did." Goodness boy, have you
                    forgotten already?

                              JACK
                    Of course.

                              BILL
                    Lesson three. You cannot push on a rope.
                    So don't even try.

          Rick looks at the rope in his hands. He gives it a
          slight push. Bill looks over.

                              BILL
                         (warningly)
                    Cottree! Don't even try.

          Rick drops the rope as though it just got
          extremely hot.

                              JACK
                    So, do you even know where we are going?

                              BILL
                    Course. We're headed for the island of
                    Lortigora. Never will you find a more
                    wretched hive of scum and villainy.

                              JACK
                    I meant, do you know where we're going
                    to find Mortico?

                              BILL
                    Your in luck mate. I do.

                              JACK
                    Where?

                              BILL
                    He's got a small island which he uses as
                    a simple place to call his ships
                    together and organize. And I've heard
                    that this island is being used as a
                    rendezvous point for him right now. If
                    we hurry we'll catch him there with his
                    pants down and a full fist of leaves.

                              JACK
                    Right. Bill, how do you know my father?
                    And so well, know my grandfather?

                              BILL
                    Well, I woulda been about fifteen when
                    first I met your grandfather, old
                    Calico. At that age I decided the time
                    was ripe to leave home and head for the
                    sea. I jumped onto a merchant ship that
                    needed to take a trip by Lortigora. I
                    didn't know much about the island at
                    that time. Didn't know it was pirate
                    ridden, of course. However, when I
                    arrived, I loved it there. Total and
                    complete bliss. And for the first time
                    I'd thought about piracy as a serious
                    career. This is where I got to talk to a
                    lot of the lads coming in and out. Heard
                    a lot of their stories, fascinated me.
                    So, finally I bumped into Calico. I
                    became his personal coxswain aboard the
                    Calico Clipper. He took me under his
                    wing. Taught me everything I know. Some
                    of the best days of me life. Three solid
                    years of plundering and pillaging. Of
                    course, that last year, however fun, was
                    tense. Crew just wasn't a family
                    anymore. Calico knew judgment day was
                    coming soon. He knew there was a select
                    few he couldn't trust. Just didn't know
                    who. I tell you, if I had known I woulda
                    slit both their throats and bathed my
                    hands in their blood!
                         (calming down)
                    So, he decided to leave his heirs a
                    great fortune.

          Jack ponders these words looking longingly back to
          the shrinking land.

                              BILL (CONT'D)
                    Forget it lad. You're sailing away into oblivion.
                    Where you're going, crying won't help
                    you, and prayer will do you no good.
                    Just be thankful you're not sailing with
                    Cat-Hair Camelot. The man had hair, like
                    a cat, all over his body. Really thick.

          Bill shudders at the thought of him. He also
          notices how uneasy Jack looks.

                              BILL
                    Unpleasant.
                         (beat)
                    It's a conspiracy mate. And I love being
                    in on it!

          EXT. GOVERNOR'S MANSION - ISLAND - DAY

          Lieutenant Birmingham walks quickly towards the
          front gate of the Governor's mansion, followed by
          ten of his marines. As he reaches the gate two
          servants wrench open the gate doors and he
          continues up to the front of the house. He reaches
          the front of the mansion and stops in front of the
          doors to address the greeting SERVANT.

                              BIRMINGHAM
                    You have been stationed here for the
                    Governor's protection?

                              SERVANT
                    Yes sir, I have.

                              BIRMINGHAM
                    Good. Well I ask you to stand down.
                    There is no further threat to the
                    Governor's well-being. So, would you be
                    so kind as to relay that message to
                    anyone who may have been ordered to
                    protect the Governor.

                              SERVANT
                    Right away sir!

          The servant hurries off to his right and around
          the other side of the mansion. Birmingham opens
          the doors and enters, but his marines stand in two
          parallel lines in front of the door. As Birmingham
          steps in a RECEPTIONIST stands to greet him.

                              RECEPTIONIST
                    Good day Lieutenant.

                              BIRMINGHAM
                    Good day, I wish to speak with the
                    Governor.

                              RECEPTIONIST
                    Of course. He'll meet you in the dining
                    room. This way please.

          The Receptionist leads Birmingham into the dining
          room and sits him down at the end of a table.

                              RECEPTIONIST
                    Would you like tea, Lieutenant?

                              BIRMINGHAM
                    No thank you. I plan on making my way
                    out to sea as soon as may be possible.

                              RECEPTIONIST
                    The Governor will be down shortly.

                              BIRMINGHAM
                    Thank you.

          The Receptionist leaves the room. Birmingham
          stands up and walks slowly around the room
          admiring the items that cover it. He stops at a map
          and picks it up, examining it closely. It is a
          similar map as is shown on the Calico medallion.

          He glances around at the waters that surround the
          island. He then notices an X near the shore of the
          island. There is another X which he sees that at
          the base of a mountain near the centre of the
          island, then notices a third X over top of a river
          that runs deep into the island.

          The door opens and enters the Governor. He looks
          strangely at Birmingham but then smiles and waddles
          over to him. Birmingham sets down the map in its
          original location and turns to the Governor.

                              BIRMINGHAM
                    Good morning Governor!

                              GOVERNOR
                    Good morning Lieutenant, you wished to
                    see me?

                              BIRMINGHAM
                    Indeed sir, I did.

                              GOVERNOR
                    Well I, indeed wanted to speak with you
                    as well.

                              BIRMINGHAM
                    Of course.

                              GOVERNOR
                    Well. First of all, this security has
                    gotten my family all in a bluster. I
                    have gotten fragments of strange
                    stories. A pirate I ask you?

                              BIRMINGHAM
                    Yes, sir. A pirate has boarded our shore
                    and, he is the subject I wished to speak
                    with you.

                              GOVERNOR
                    Then it shall be easy to converse in a
                    parallel matter. Now I wish to know all
                    the details of why I am in danger.

                              BIRMINGHAM
                    You are no longer in danger sir, but we
                    thought it wise to take extra
                    precautions for your own safety. Bill
                    Birmington was in our town but I can
                    assure you he has vacated as quickly as
                    he arrived. However, I do not wish him
                    to be able to sail openly anymore. As
                    you know he was banished from Spain, but
                    I wish to be more harsh in his case.

                              GOVERNOR
                    I see. You say he has left? And you wish
                    to further pursue him?

                              BIRMINGHAM
                    I would advise it, sir.

                              GOVERNOR
                    Do you believe him to be a further
                    threat to this estate?

                              BIRMINGHAM
                    I believe him to be a threat to the
                    entire world until he no longer breathes
                    the same air. I would advise an
                    expedition after him. Jack Rackham has
                    been inspired to leave with him, as
                    well. Along with his accredited friend
                    Rick Cottree. I warned you that neither
                    of them were fit for society. They
                    could've caused severe damages.

                              GOVERNOR
                    But they didn't. Until now I suppose.
                    They've run off with a pirate. I thought
                    Cottree had changed his ways. And I
                    hoped Jack would never get involved. It
                    grieves me to hear of their betrayal.

                              BIRMINGHAM
                    I wish to engage them and bring them to
                    justice.

                              GOVERNOR
                         (thinking)
                    Well. I suppose you will be leading this manhunt?
                    Yes?

                              BIRMINGHAM
                    I do find it somewhat of a personal
                    entanglement, I have proven myself in
                    the past.

                              GOVERNOR
                    I am quite aware of your past
                    experience. Very well, I will allow you
                    to capture Mr. Birmington and all of his
                    accomplices. Upon your return I will
                    grant you the promotion that you have
                    long been deserving of, and so very
                    patient.

                              BIRMINGHAM
                         (gratefully)
                    Thank you Governor.

                              GOVERNOR
                    Well no one is more deserving of the
                    title, 'Captain.'

                              BIRMINGHAM
                    Thank you again. Well, I wish to leave
                    right away. I took the liberty of
                    calling Lieutenant Smith to ready the
                    Tiberius assuming you would concur...
                    Good day to you Governor!

                              GOVERNOR
                    Yes Lieutenant, good day!

          Birmingham walks out of the room. The Governor
          picks up the map and looks more closely at it.

          EXT. GOVERNOR'S MANSION - TOWN - DAY

          Birmingham walks out of the mansion.

                              BIRMINGHAM
                    Come on gentlemen, we have a pirate who
                    has reserved a death of breathtaking
                    magnificence.

          Birmingham continues towards the docks followed by
          his ten marines.

          INT. CALICO CLIPPER - OCEAN - DAY

          Mortico enters Rebecca's quarters. She does not
          acknowledge his entrance and continues writing in
          her diary of her life aboard the Clipper.

          She wears another dress just as beautiful and
          elegant, this time black. He slowly closes the
          door behind him. He walks into the corner and sits
          casually into a chair. She sets down her quill and
          turns questioningly in her chair towards Mortico.

                              REBECCA
                    Excuse me, but may I ask you for another
                    word I could possibly use for
                    scatological stench. I seem to use that
                    phrase far too often in my writings, and
                    I feel that I should branch out a bit
                    with my vocabulary.

                              MORTICO
                         (smiling)
                    Try smelly, my dear wench.

                              REBECCA
                    Wench, mmm, such an unfortunately odious
                    aphorism. Don't you think?

                              MORTICO
                         (mocking)
                    Agreed! Far better do I enjoy
                    fastidious, voluptuous, and fluffy. Or
                    so much the better, malignant and
                    masochistic.

          Rebecca scowls and turns back to her diary.
          Mortico stands up and walks over to Rebecca. He
          walks by her slowly running his fingers softly across
          the top of her back. Rebecca's hand stops writing
          but she does not move or raise her head. Mortico
          sits down on her bed very close to where she sits
          on a chair by her desk. Mortico stares hard at her
          but she keeps her head lowered avoiding eye
          contact.

                              MORTICO
                    May I possibly persuade you in your most
                    difficult choice? May I lend my advice?

          Rebecca keeps her head lowered.

                              REBECCA
                    I have not to make my decision for some
                    time yet. I still have two days.

                              MORTICO
                    That be right. But I may say what I will
                    nonetheless.

          Rebecca raises her head looking Mortico in the
          eye.

                              REBECCA
                    The time is not ripe for the choosing.

                              MORTICO
                    You will hear me.

                              REBECCA
                    What have you to say? What advice can be
                    given to me by your percipience? I may
                    anticipate well what are your likely
                    words.

                              MORTICO
                    That may be. And so the better. Tis come
                    at no shock.

          He stands and walks around her, sniffing about her
          head as he walks by. He walks to the corner but
          does not sit. He keeps his back to her. She does
          not look to him. As he speaks his voice is almost
          hypnotic.

                              MORTICO
                    Your choice is of course your own, but I
                    must convey my feelings of this time to
                    you.
                         (turning around to face Rebecca,
                         who still looks away)
                    That is to say that I have a deeper love
                    for thee than any an old pirate could
                    have.
                         (Rebecca turns, shockingly
                         appalled)
                    I know that your grandfather could not
                    possibly have asked for a better suitor
                    for his only granddaughter. You may find
                    that your decision is difficult,
                    however, the two of us could make it so
                    easy, so simple. If you were to give
                    your hand to me in marriage than I can
                    grant you anything. I can ensure your
                    own safety and dignity.
                         (He walks over to Rebecca, leaning
                         close and face to face)
                    I am not what you think I am. I am like
                    your grandfather: an honest and noble
                    pirate. You must realize that you have
                    but two choices. There is not but one
                    way off of this ship and that is with
                    me. I beg of you to understand your
                    position. I know that you do not want to
                    be handed to the lowly, obscene, rabble
                    of the rest of the crew. I can ensure
                    that that does not happen. Name me your
                    husband and your days will be spent in
                    better company. No more cooking or
                    cleaning of the deck. No more insolent
                    gestures from the degenerate rats! As I
                    have said, I love you and I ask only of
                    you to return those feelings. I am not
                    the hostile, invidious man that you
                    think of me. Rebecca, I am truly sorry
                    for the years you have spent aboard this
                    ship. Believe me that I had no other
                    choice. I can grant you an improved
                    lifestyle forthwith. Think what it would
                    be like. I know that if you do, then
                    only one decision will race through your
                    mind and entice all of your senses.

          Mortico steps back and straightens up.

                              MORTICO (CONT'D)
                    Have not I swayed your decision, but

          Rebecca looks up at him.

                              REBECCA
                    You have but wasted my time, with your
                    docile words of felicity. I wish of you
                    to leave my quarters and never call upon
                    me again. Whatever you wish to converse
                    about. You are, the deformity, of my
                    waking life.

          Mortico scowls and violently grabs Rebecca by the
          chin.

                              MORTICO
                    You are not any better than that whore
                    of a mother that brought you into this
                    god forsaken world! Nor your impotent
                    father that condemned you to the life
                    you now know! Nor your brother who
                    abandoned you, who allowed you to suffer
                    without coming to your aid after
                    countless, pointless cries for help! He
                    instead died at the hands of one of my
                    men, crying over your parents cold dead
                    bodies. You are a fool to believe that a
                    rescue will ever come for you now! I
                    will personally see to it that your stay
                    here will be worse than the lowest tiers
                    of hell!

          Mortico throws her aside by her chin, storms out
          of the room and slams the door. Rebecca has tears
          rolling down her face as she turns to her diary.
          She rips out the remaining empty pages in her book
          and throws them over the room. She weeps heavily
          and falls to her knees beside her bed. She curls her
          hands in a ball with her elbows on her bed and
          prays.

          CAMERA ZOOMS in on front page of diary,
          immediately inside the cover. The words, in
          script, Secrecy of Bethelda SMITH are across the
          page.

          EXT. BLACKBIRD - LORTIGORA CHANNEL - DUSK

          The Blackbird sails toward Lortigora. A pirate
          island with a large village on the shore. Bill
          steers the ship toward the harbour.

                              BILL
                    Cottree, you flobber nanny! Stand fast!
                    Ready to dock!

                              RICK
                    Aye, captain!

                              BILL
                    Jack, throw a line out to Willows there.
                    He'll bring us in.

          Jack throws the line to WILLOWS, a pirate resident
          working at the docks. He catches it and helps them
          in. He ties the line up.

                              BILL
                    Careful now! Hold on! Cottree! Watch the
                    port side! Confusticate you!

          They quickly get the ship docked and tied up. Bill
          jumps off the ship onto the deck, followed by Jack
          and Rick. Bill embraces Willows.

                              BILL
                    How is the old dog?

                              WILLOWS
                         (threateningly)
                    Gimme some gold.

                              BILL
                    Ol' boy. I have some. No worries.

          Bill hands Willows two gold coins. Willows counts
          it but, not knowing what money is worth accepts it
          as being the proper price.

                              WILLOWS
                    That be about right. Welcome back Billy!

                              BILL
                    Hey!

          They put an arm around each other and walk into
          the town followed sheepishly by Jack and Rick.

                              BILL
                    You know it's good to be back again.
                    Relaxing my mind. Resting my
                    physicality. I feel changed already.

                              WILLOWS
                    Hey lads! Silly Billy's back!

          They're walking down the street with people on
          both sides yelling their welcomes to him.

                              MAN
                    Welcome back Billy!

                              BILL
                    The throng is going well still I presume
                    Gordon!

                              MAN
                    Aye!

          He slugs back a pint and fires off his pistol. A
          one legged man named SAL hobbles over with a large
          crutch under his arm.

                              SAL
                    The tyrant is back among the pixies.

                              BILL
                    Good on you Sal. Have you lost a leg?

                              SAL
                         (whispering)
                    No.

          Sal hobbles away cackling, with obviously one leg.
          They continue walking. A woman waves at Bill. His
          eyes light up.

                              BILL
                    Cleopatra.

          He takes a step toward her, but another short man
          steps in front of him, obviously drunk.

                              MAN
                    Donkey Urine waterfall.

                              BILL
                         (annoyed)
                    Yes, uncle Simmons.

          Simmons keels over onto the ground. Bill glances
          back at Cleopatra who is walking away already
          escorted by another pirate. Bill, looking put-out,
          and Willows keep walking with Jack and Rick behind
          them, stepping over the passed out Uncle Simmons.

                              BILL
                    So how do you like the place?

                              JACK
                    Strangely delectable.

                              BILL
                    Of course it is! The perfect place for
                    damn well anything!

          Willows walks off toward the bar. Bill leans in to
          Jack.

                              BILL
                    Mind you, Simmons is my uncle through
                    marriage. A most adverse marriage by the
                    way.

          Bill escorts Jack and Rick to the bar and they
          enter it.

          INT. BAR - NIGHT

          They walk into the bar and are greeted by absolute
          chaos.

          Willows is on top of the bar with two pints in his
          hands dancing with a goat standing on the bar
          beside him. Men are brawling everywhere and
          knocking tables over.

          About twenty men are huddled around a corner
          yelling and cheering. Inside their circle are two
          monkeys, each with a knife in one of their hands
          fighting.

          Chickens sometimes are thrown through the air. One
          chicken hits Rick and catches him slightly off
          guard. He chuckles.

                              BILL
                    We'll try the quiet corner over there.

          Jack is shocked to hear the term 'quiet corner' in
          this bar.

                              JACK
                    Over where?

          He nods his head to a corner that isn't very
          quiet, but has no other people who are pounding
          each other. He steps forward and then gets a bottle
          smashed over his head. Bill turns around,
          unaffected by the blow to the head and grabs the
          man around the neck, that hit him. He then punches
          the man square in the nose, knocking him out
          instantly.

                              BILL
                         (threateningly)
                    Never touch my hair.
                         (unable to believe that any man
                         would do that to him)
                    Good God, what a foolish thing to

          He then walks over to the table, Jack and Rick
          follow him and sit at a round table. All three
          turn to the rest of the room and scan it for possible
          accomplices.

                              BILL
                    What do you think? See anyone?

                              JACK
                    I believe they all have the spirit.

          A bottle flies towards Rick's head and he casually
          moves his head out of the way of the incoming
          bottle and it smashes into the wall behind him.

                              BILL
                    I knew a man we could call. Very good
                    lad. Unfortunately he was killed. Then
                    there was also this other man. He had an
                    entire crew, but they were caught in a
                    storm. Never made it out alive.

          A tall thin pirate walks over to their table and
          sits down acting as if he were friends of theirs
          and they'd known each other for a long time.

                              PIRATE
                    Oh boys you shoulda seen it. Me monkey
                    give'em the ol' one two and down went
                    ol' Smithy's. 'We won' says I, 'pay up
                    Smithy!' And he says, 'Give me breathin'
                    room ya sour cropped monger of a
                    blasphemous scourge.' So what I did is I
                    knock him out stone cold, not movin',
                    and take all his money for meself.

          Bill and Jack look at each other.

                              BILL
                    Seems rather what you're looking for,
                    eh.

                              JACK
                    He has a hair lip.

                              BILL
                    Does that bother you? Are you really
                    that ridiculously squeamish that one
                    hair on a man's lower lip makes you
                    deficient. You are so used to seeing
                    things that to you are normal and that
                    has made you so close minded that you
                    judge the man before you ever get to
                    know him as a person. He could be a good
                    man!

                              JACK
                    Fine. We'll talk with him.
                         (turns to the man)
                    Are you a pirate?

                              PIRATE
                    If that be what ye calls thy.

                              JACK
                    It is. Do you have a name?

                              PIRATE
                    Course...

          Jack waits to hear the name, pause.

                              JACK
                    Which is..?

                              PIRATE
                    Well the boys round here call me Mad
                    Willy. So I suppose my real name is
                    Willy. 'Course I once saw this flying
                    monkey, singing, 'Willy! Willy!'

          After shreiking 'Willy' a second time he falls
          silent.

                              JACK
                    Mad Willy. I have a proposition for you
                    Willy. Would you like to embark on a
                    venture to find Mortico and kill him

                              WILLY
                    You make everything too easy kind,
                    masterful master, sir. Why wouldn't I.
                    Oh the boys and I will go with you. You
                    are looking for a crew? I can round up
                    the boys. Hey boys!

          Everything in the bar stops moving. Every man is
          suspended in motion. The goat silently step off
          the bar and trots away. About thirty pirates stop
          and come forward around their table. A slight
          pause until everyone else begins brawling again.

                              WILLY
                    Here we got the boys.

                              BILL
                    Excuse me, Willy. Do you know where Old
                    man Stephen Harper is.

                              WILLY
                    Harper, no he dead calmed.

                              BILL
                    Oh, what about Jenkins?

                              WILLY
                    No, he died a bit aways back.

                              BILL
                    Smith?

                              WILLY
                    No.

                              BILL
                    Smithy?

                              WILLY
                    No.

                              BILL
                    Smitherson?

                              WILLY
                    Oh now Smitherson is alive. But it ain't
                    a good life.

                              BILL
                    Utter shame. Well, I am absolutely
                    gratified of your assistance. I would be
                    as mad as you after two days at sea with
                    these two scum sucking inbreds.

          Bill laughs and then stands up but Jack stands and
          stares him in the face.

                              JACK
                         (appalled)
                    Must you?

          Bill puts his hand on Jack's shoulder and presses
          on it, pushing Jack into his seat. Bill turns back
          to Willy.

                              BILL
                    We have an entente?

                              MAD WILLY
                    Aye, entente.

          Bill turns away and walks towards the exit. Jack
          gets back up and he and Rick follow again. Bill
          walks by Willows.

                              BILL
                    Get down lad, we're goin' after Mortico.

                              WILLOWS
                    Okay!

          He drops the pints in his hands, jumps off the bar
          and walks out following Rick, no questions asked.

          EXT. STREET - LORTIGORA - NIGHT

          They walk down the street again.

                              JACK
                    You know Mad Willy?

                              BILL
                    Course I do. Not a bad chap. If I didn't
                    know him, there be no way in hell I'd
                    let him aboard my ship. Did you see? The
                    man has a hair lip.

          A CRAZY PIRATE walks by saying to himself over and
          over again in quick succession, 'Pick a card, any
          card. Leave a card, take a card.'

                              JACK
                    I'm beginning to think this is a pretty
                    ugly place.

                              BILL
                    That's an oxymoron mate, don't
                    contradict yourself. Why aren't those
                    lads coming? We ship out tonight!
                    Cottree you dimwitted troll! Go back and
                    clarify that we leave immediately.

                              RICK
                    Aye sir!

          Rick jogs back to the bar.

                              JACK
                    We leave tonight?

                              BILL
                    Is this idea fathomless? C'mon, the wind
                    is picking up nicely, we'll make
                    remarkable time!

                              JACK
                    There's a storm coming on, can't you
                    feel it?

          The wind has picked up a lot.

                              BILL
                    Nonsense!

          EXT. BLACKBIRD - STORMY SEAS - NIGHT

          Bill is at the helm having trouble just keeping
          his balance let alone keeping the ship on course.
          A huge wave crashes across the side of the ship
          knocking Jack and many others to the deck. They
          all struggle to get their footing again and keep
          their balance by shimmying across lines. Jack hurries
          over to help Rick hold down a line to the
          mainsail.

                              JACK
                    How are you holding up Rick?

                              RICK
                    Just fine young Jack! Haven't felt the
                    thrills of a storm in a good long while.
                    Brings back the best of memories.

          Jack ties down the line and then leaves Rick. He
          stumbles hurriedly toward Bill on the poop-deck.
          Jack gives him a reproachful look.

                              BILL
                    So I was a little off about the storm!
                    I've been through worse, and come out
                    better!

                              JACK
                    A little off! I haven't seen anything
                    like this in all my years!

                              BILL
                    Your years aren't much to get too
                    effervescent about! You haven't been
                    around that long. You've also never been
                    at sea in a storm. Things are different
                    out here! Nonetheless, the Sea Gods have
                    chosen sides! And they're backing us!

                              JACK
                    You are still risking all our lives, and
                    ignorance is no excuse!

                              BILL
                    Ignorance? You're far too hyperbolic!
                    'Tis but a slight skirmish of the
                    heavens! You don't know the essence of a
                    storm, lad. My judgement is not
                    equivocal. I am the captain of this here
                    brig, and if I am willing to risk
                    anything, it's my call. I'm running the
                    show, I'm calling the shots. What have
                    you! You have put me in charge of your
                    little crusade and so we will travel
                    when, where, and in whatever inclement
                    weather I wish to travel in!

          Jack says nothing and turns to help the others
          hold down the ship.

                              BILL
                    Willy! Take the wheel!

          Willy hurries forward and grabs the wheel, howling
          with pleasure like a wolf at the moon. Bill
          hurries down after Jack and grabs a line to pull
          it back down and ties it.

                              BILL
                    Listen lad! We can give it another hour,
                    then we can lower anchor. If of course
                    you really feel that insecure.

                              JACK
                    No. You're right we can hold. It's not
                    half as bad as I thought, I was
                    exaggerating. Actually, I believe it's
                    beginning to lighten up.

                              BILL
                         (glad at his new attitude)
                    Of course it is! Just a bit of wind and
                    rain. Nothing we can't handle.

          Bill looks up at the main topsail and notices that
          it is not open.

                              BILL
                         (to Jack)
                    Aye! Main topsail, should be out! We'll nearly
                    double our speed! Go hand it!

                              JACK
                    All right!

          Jack hurries off and begins to climb up the mast.
          As he reaches the yard we get a sense of vertigo.

          EXT. BLACKBIRD - STORMY SEAS - NIGHT

          Bill gazing up at Jack.

                              BILL
                         (to himself)
                    Bloody Hell, who rolled that in!

          EXT. MAINMAST - BLACKBIRD - STORMY SEAS - NIGHT

          Jack begins to slide out along the yard with his
          feet below it, on a rope slung parallel to the
          yard and attached to it. When he reaches his
          proper place on the yard, he leans over it and
          grapples with the sail that is rolled up under
          him.

          He looses one of the ties and hurries down the
          yard and unties another one and another. He climbs
          around the mainmast and looses another tie.

          He hurries to the next one and slips but catches
          his foot on a line hooked to the yard and dangles
          their for a second.

          EXT. BLACKBIRD - STORMY SEAS - NIGHT

          Bill jumps at the sight of Jack falling over.

                              BILL
                    Careful son!

          EXT. MAINMAST - BLACKBIRD - STORMY SEAS - NIGHT

          Jack pulls himself up and looses the next two
          ties. He then climbs back down and swings from a
          line landing next to Bill.

                              BILL
                    Take it easy.

          Jack smiles in a small chuckle, and then turns to
          help with a line. Bill looks around to see if he
          can hassle Rick with anything and sees him standing
          on the rail of the deck grabbing a hold of a line
          to keep his balance.

                              BILL
                    Cottree!

          Bill looks around for something to throw at Rick
          to get his attention because Rick cannot hear him.
          Bill stumbles over to a bucket. He pours the water
          out of the bucket and then hurls it at Rick,
          hitting him in the back. But the bucket was thrown
          too hard and knocks Rick off the ship entirely. Bill's
          eyes widen with surprised fear.

                              BILL (CONT'D)
                    Cottree!...
                         (looking frantically around )
                    Man overboard!

          Nobody hears Bill's call, but Bill doesn't notice
          that nobody has heard him. He grabs an extra rope
          that's laying on the deck. He ties it about his
          waist and dives off the ship and into the sea
          after Rick.

          Jack turns to look for Bill and wonders where he
          is, he then notices Rick's absence. He sees the
          other end of the rope that Bill used to tie around
          his waist which isn't tied to anything else and is
          unraveling madly.

          Jack notices that it isn't tied to anything and
          jumps to grab. He stands back up with the rope in
          his hands and the slack is quickly tightening.

                              JACK
                    Man overboard! Man overboard!

          The rest of the pirates turn and hurry to the
          starboard side of the ship looking into the black
          water.

                              JACK (CONT'D)
                    Tack! Tack hard to starboard! Now Willy! Everyone
                    tack!

          Willy turns hard and everyone else braces for a
          hard tack. The rope in Jack's hands tightens
          pulling down and he fights to hold on.

          EXT. STORMY SEAS - NIGHT

          Bill swims under the water and finally finds Rick, unconscious
          hovering just under the surface. Bill is about to
          reach him but the rope around his waist tightens
          and pulls him back before he can grab him.

          EXT. BLACKBIRD - STORMY SEAS - NIGHT

          The Blackbird is finishing its tack and is almost
          turned completely around. Jack tries to give as
          much slack to the rope as possible, not knowing
          how far Bill has gotten or how much further he has
          yet to go.

          EXT. STORMY SEAS - NIGHT

          Bill is able to swim forward again and gets closer
          to Rick and this time grabs Rick by the arm and
          pulls him to the surface. Bill gasps for breath
          and can see the outline of the Blackbird quite a
          distance away. He fights the waves as he swims
          closer to the ship with Rick in his arms.

          EXT. BLACKBIRD - STORMY SEAS - NIGHT

          Jack tries to hold the rope but doesn't pull
          because he can't see if Bill is coming back yet.
          DIEGO is looking through his glass and finally spots
          Bill with Rick.

                              DIEGO
                    He's got'em! Reel him in!

          Jack pulls hard and brings Bill closer and closer.
          Diego and a couple of others grab the rest of the
          rope and help bring them both in. Finally they
          pull Bill and Rick ashore. Rick has gained
          consciousness and is coughing up water
          continuously, as is Bill who is kneeling at his
          side.

                              JACK
                    Are you all right?

                              BILL
                    Course I am.

                              JACK
                    How are you feeling Rick?

                              RICK
                    Well...

          Bill slaps Rick across the face knocking him back
          into unconsciousness.

                              JACK
                    What did you do that for?

                              BILL
                    There was a fly on his face.

          He wipes his hand on the side of Jack's face
          leaving a blood smear and fly guts on his cheek.
          He then gets up and strolls over to his quarters
          and goes inside, while Jack wipes his hand on his
          face in disgust.

          INT. BILL'S QUARTERS - SEA - NIGHT

          Bill is examining his pistol and cleaning it in
          his quarters. The storm is over and the ship rocks
          steadily. Jack enters.

                              JACK
                    Thank you Bill. I owe you.

                              BILL
                    Cottree owes me. He is so much in my
                    debt hitherto, you cannot even begin to
                    comprehend the magnitude.

                              JACK
                    Why do you have it in for old Rick? He
                    tries his hardest.

                              BILL
                    Frankly he isn't worthy of the trust I
                    don't give him. He was never much of a
                    pirate, nor sailor, nor navy-man.
                    Ironic, it is that you should be so much
                    the better pirate, when Cottree has been
                    part of the trade for so much longer and
                    you would try to avoid it at all costs
                    despite your subconscious self which
                    tries, tormenting you day and night, in
                    its own struggle to get back to it.

                              JACK
                    I don't want to be a pirate.

                              BILL
                    But you are.

                              JACK
                    What? Rick was never a pirate. He worked
                    as a shipwright his entire life.

                              BILL
                    Don't be too sure. You cannot take the
                    word of every man. Some are
                    untrustworthy.

                              JACK
                    So I should trust you over Rick? It
                    doesn't matter anyway. I still thank you
                    for saving him. I know you risked your
                    own life, which is something you like to
                    avoid...

                              BILL
                    At all costs.

                              JACK
                    Yes, you made that quite clear. I will
                    still find I way of repaying you.

                              BILL
                    Perhaps, something of gold could be
                    passed on to me.

                              JACK
                    I am giving you gold. When Mortico is
                    dead you may go after the island and
                    take whatever you desire.

                              BILL
                    I was under the impression that you,
                    yourself were going to take your fair
                    share. I mean your there aren't you. I
                    just thought that you'd want something.

                              JACK
                    And if I wanted something, because I
                    have said that I would repay you for
                    your rescuing of my good friend, you'd
                    take my entire share for yourself, as
                    payment, is that it.

                              BILL
                    Impressively close to my precise
                    thoughts, dreams, what have you. But
                    just not put in that context. You make
                    it sound as though I am stealing from
                    you.

                              JACK
                    Come to think of it. I believe you are
                    very correct in saying I should want a
                    fair share. It is after all, my gold, my
                    family's merit.

                              BILL
                    Course it is. And I do not ask for your
                    share in the treasure, perhaps something
                    else, something still hidden from your
                    eyes.

                              JACK
                    I grant you whatever it is you wish for.

          Mad Willy comes barreling down the stairs.

                              MAD WILLY
                    Better come quick Billy! Land Ho!

          EXT. QUARTERDECK - CALICO CLIPPER - NIGHT

          Willy rushes up on deck, followed by Jack and
          Bill. Rick is passed out again on the deck. The
          storm has died down, and cleared up where they
          are. The stars are out but the storm is still
          clearly visible, only about a mile behind them.
          There is an island still a good distance away, but
          still slightly visible. Bill pulls out his glass
          and peers out at the island.

                              BILL
                    I can see lights. Dim lights just off
                    the coast. It's the Clipper. She's
                    lowered anchor. All are still aboard.
                    And on the other side of the island, is
                    Mortico's other brig, The Adventure look
                    at her. Just anchored, immobile. Where's
                    the third? The Treasure?

                              JACK
                    Three ships?

                              BILL
                         (putting the glass away)
                    Of course. Mortico has rounded up two
                    more ships, but he still resides in the
                    Clipper. It being the fastest, grandest,
                    and carrying the most guns. High time to
                    go after Mortico, isn't it. Him being at
                    the, zenith of his power and all.

          Bill walks to the helm and takes the wheel ready
          to steer. Jack follows him.

                              BILL (CONT'D)
                    This may be your only chance. We will
                    try to get him before sunrise. I'd say
                    we've got a couple of hours to get there
                    and do the deed.

                              JACK
                    How do we do that?

                              BILL
                    This is your plan, have you put no
                    thought in it at all?

                              JACK
                    I always thought we would be fighting in
                    a battle, or anything else, but not just
                    sneaking up and killing him...
                    defenseless.

                              BILL
                    One thing lad, Mortico is never
                    defenseless. He'll have a weapon at his
                    side or in his hand. We'll simply sail a
                    little closer, you and I go over in a
                    teensy boat, I hoist you on board, you
                    kill him, you climb back on board with
                    me, I row the two of us back to the
                    Blackbird, you wash your hands and we
                    sail away undetected to find that great
                    treasure of mine, ours.

                              JACK
                    You make it sound so...

                              BILL
                    Inviting? Unjust? Intoxicating?

                              JACK
                    No, you make it sound difficult, and
                    conspicuous.

                              BILL
                    Conspicuous? Lad, I said undetected. We
                    will move in for the kill with such
                    anonyninimity...

          Bill glances around at Jack hoping he didn't
          realize his mistake in pronunciation.

                              BILL (CONT'D)
                    I conspire, you deliver. Now let's get a
                    move on.

          INT. LONGBOAT - SEA - NIGHT

          They have sailed closer to the island and now Jack
          and Bill are rowing toward the Clipper.

                              BILL
                    Nervous boy?

                              JACK
                    Yes. I never imagined it like this.
                    Needing to be quiet and fearing a slip
                    up of some sort.

                              BILL
                    Well, it's better to do it here and now,
                    rather than then and there.

                              JACK
                    When? and where?

                              BILL
                         (terrified)
                    What's that?

                              JACK
                    What?

                              BILL
                    That? There?

          He points into the sky and Jack looks. Flying
          towards them is a crow.

                              JACK
                    That's Bombur.

                              BILL
                    What say you! That be an insult that
                    cuts mighty deep.

                              JACK
                    But it is Bombur.

                              BILL
                    Bombur is a raven. Proud and noble. That
                    be a crow! Vile and acrimonious
                    creatures, the whole lot of'em. And by
                    God, this ones coming our way!

                              JACK
                    It will just fly over us.

                              BILL
                         (terrified)
                    Back demon! Back!

                              JACK
                    Be quiet Bill. We're getting closer.
                    What's in you?

                              BILL
                    The mortal fear of crows! Always
                    watching, always watching.

          Bill eyes the sky like a nervous child.

                              JACK
                    Oh my God, pull yourself together man.

                              BILL
                    Pull myself together? You do you realize
                    a group of them is called a 'murder'
                    don't you?

          Jack rolls his eyes. They approach the Calico
          Clipper and softly bump against its side.

          EXT. LONGBOAT - SEA - NIGHT

          Mad Willy and several other pirates row toward
          Mortico's second ship, The Adventure, on the other
          side of the small island.

          EXT. LONGBOAT - SEA - NIGHT

          Bill and Jack on their boat beside the Clipper.

                              BILL
                    All right boy, no mistakes. His quarters
                    are...

                              JACK
                    I know this ship as good as anyone. I
                    have cleaned the entire wretched boat
                    from bow to stern.

                              BILL
                    Of course. Bonne chance, then.

          Bill helps Jack climb onto the ship, then Bill
          sits back down in his boat, humming.

          EXT. CALICO CLIPPER - ISLAND - NIGHT

          Jack lands softly on the deck. He looks around and
          hurries off to his left to the back of the ship.
          He stops and hides himself behind two barrels.
          Moony and Chaos walk by him, and continue on. Jack
          steps out from behind the barrels. As he does, a
          DRUNK PIRATE steps out from nowhere, right in front
          of Jack. Jack gasps and the pirate takes a step
          toward him.

                              PIRATE
                    A proof is a proof. What kind of a
                    proof? It's a proof. A proof is a proof.
                    And when you have a good proof, it's
                    because it is proven!

          Mortico steps out from around the corner. The
          second mast hides Jack from his view. He can only
          see, the other pirate, CONNALL.

                              MORTICO
                    Would you pipe down, Connall!

          Mortico steps back around the corner. Connall,
          turns and walks away from Jack, then collapses
          onto the deck. Jack tries to slow his breathing,
          then hurries silently to the back of the ship.

          INT. REBECCA'S QUARTERS - CALICO CLIPPER - NIGHT

          Rebecca sitting in her quarters with her back to
          the window. She has a kris in her hand and rubs
          the broadside softly across her throat. She wears
          an amazing red dress that seems to wilt around her
          body as though it has lost its 'poof.'

                              REBECCA
                    Just a prick of the finger.

          She rubs it softly across her wrist.

          EXT. CALICO CLIPPER - ISLAND - NIGHT

          Jack who is now off the main deck and is shimmying
          across the side of the poop-deck, which is built
          over a cabin. He is about to pass a window, to
          Rebecca's quarters, but notices Rebecca in her
          room. He stops outside the window and watches her.

                              JACK
                         (whispering)
                    She's beautiful.

          He then has a short but decisive mind battle with
          himself. He taps softly on the window. Rebecca
          does not stir, she rubs the blade once more across
          her throat and now has tears rolling down her
          face. He taps a little harder. She still does not
          move.

          He tries to open the window causing a quick screech
          and making him jump but gets Rebecca's attention.
          She hides the knife under her dress and looks to
          the window, and is amazed to see someone, other than
          a pirate, that she didn't know.

          She hurries over to the window and opens it as
          quickly, and as quietly as she can. Jack climbs
          into the cabin.

                              JACK
                         (overly sincere)
                    Would you like some help?

                              REBECCA
                    Of course! Oh my God, how I've prayed
                    for this.

          She hurries over to the door and opens it a creak,
          peering out. Seeing no one, she closes it again
          and then hurries to a large bag and begins
          throwing things in carelessly.

                              JACK
                    You must be quiet, but hurry. What's
                    your name?

                              REBECCA
                         (not looking up)
                    Rebecca Rackham! I have been the captive
                    of these venal pirates for so many years
                    I've lost count.

          Jack is shocked, speechless. Rebecca is finished
          with the things she wishes to take with her and
          turns to Jack. She looks questioningly at his
          blank expression, as he stares blankly into her
          eyes.

                              JACK
                    What did you say your name is?

                              REBECCA
                    Rebecca Rackham. I...

                              JACK
                    Impossible. You can't be. I saw you,
                    they killed you.

                              REBECCA
                         (laughing)
                    You've had too much sea water?

                              JACK
                    Rebecca. It's me, Jack.

          Rebecca's face goes stone cold, as if she is
          seeing a ghost.

                              JACK (CONT'D)
                    It's me.

                              REBECCA
                    It can't be you, you're dead. They
                    killed you. They killed us all.

                              JACK
                    No. I survived, look.

          He pulls Rebecca's necklace off his neck and hands
          it to her.

                              JACK
                    It fell from your neck that same
                    unfortunate day.

                              REBECCA
                    My Goodness! It is you.

          She throws her arms around Jack, and hugs him
          tightly with a tear of joy and relief trickling
          down her cheek. She lets go and puts the necklace
          around her neck.

                              REBECCA
                    We must hurry. I can't believe you've
                    come for me, after all these years. How
                    are we getting away?

                              JACK
                    Well, to be honest, I thought you were
                    dead. I didn't come here looking for
                    you. I came for Mortico. I sailed after
                    him, to kill him. With you here, I can't
                    do it this way. I will not put you in
                    jeopardy.

                              REBECCA
                    Then help me get away, take me to your
                    ship. Please, take me away from Mortico.

                              JACK
                    I can't. I must think of something else.
                    If I take you away now, Mortico will
                    realize our presence. You understand?

                              REBECCA
                    You do not understand what tomorrow is
                    to me. Tomorrow, Mortico is going to do
                    something.

                              JACK
                    What? What is he going to do? Is he
                    going to hurt you?

                              REBECCA
                    I don't know.

                              JACK
                    I mustn't take you now. Mortico cannot
                    know you're gone.

          EXT. LONGBOAT - ISLAND - NIGHT

          Mad Willy and his small crew are now up against
          the larboard side of the ship near the rear.
          Several of the pirates are dumping buckets of oil
          on the side of the ship.

          Mad Willy is on the back of the ship and places a barrel
          of gunpowder on the deck of the ship. He dumps oil
          on the rail and on the barrel. He grabs onto a
          rope and climbs down back into the boat.

                              WILLY
                    Torch.

          A pirate hands him a torch and they begin to row
          away. Before they get too far Willy throws the
          torch at the ship and it hits an area half way up
          full of oil. The oil ignites and begins to burn
          closer and closer toward the barrel of gunpowder.
          They row away and back toward the Blackbird.

          INT. REBECCA'S QUARTERS - CALICO CLIPPER - NIGHT

          In Rebecca's cabin Jack continues to assure her
          that he'll be back for her.

                              JACK
                    I promise, that tomorrow you will be off
                    of this ship. Trust me.

          BOOM! The Adventure docked on the other side of
          the island blows up and the explosion shoots high
          into the sky.

          EXT. LONGBOAT - ISLAND - NIGHT

          Bill on his boat waiting. He looks over to the
          flames through the trees.

                              BILL
                    Oh good God the boy's a dead man.

          INT. REBECCA'S QUARTERS - CALICO CLIPPER - NIGHT

          Jack and Rebecca in her cabin.

                              JACK
                    Trust me, I'll get you off tomorrow!

          There is growing commotion on the deck of the
          Calico Clipper. Rebecca hugs Jack one more time
          and kisses him on the cheek. Jack hurries to the
          window and climbs out. Rebecca closes the window.

                              REBECCA
                    Good-bye.

          Rebecca sits sadly back onto her bed. Mortico
          barges in to Rebecca's cabin and she jumps, he
          looks around and then slams the door again.

          EXT. CALICO CLIPPER - ISLAND - NIGHT

          Jack moves quickly and tries to hide himself but
          is found by the drunk, Connall again.

                              CONNALL
                         (drunkenly)
                    I remember you lad when only you were this
                    tall!

          A lot of the pirates hear him and look over, just
          as Jack jumps over the side of the ship. He grabs
          a rope and hangs over the side. The pirates come
          over.

                              MORTICO
                    What did you see, Connall? Where did he
                    go.

                              CONNALL
                    I ain't gonna be sayin' nothing. I see a
                    lot of things and inestimamable people.
                    They're everywhere!

          The pirates mutter and go off in different
          directions. Mortico steps toward the edge and
          peers out into the sea. Jack is hanging just below
          him. He turns, pauses, and then looks back around.
          He takes another step closer to the edge but then
          turns around again and walks away towards

                              JACK
                         (whispering)
                    Bill! Bill! Over here!

          Bill finally notices him and rows over to him.
          When Bill is under Jack he helps to lower Jack
          back into the boat.

                              BILL
                    Would you like me to grant you
                    confession? I am a certified priest you
                    know.

          Sounding very proud of it.

                              JACK
                    No.

                              BILL
                    Just as I thought. This, I believe,
                    describes the phrase, 'one step forward,
                    two steps back.' You went soft right
                    before you're about to...

                              JACK
                    I did not go soft! I found my sister.
                    She's aboard the ship.

                              BILL
                    Well, why didn't you bring her with you,
                    the boys would love a little...

                              JACK
                    That's my sister Bill.

                              BILL
                    Just kidding lad. You are far too wound
                    up.

                              JACK
                    We must save her. We need to get her off
                    of that ship.

                              BILL
                    Any plans?

                              JACK
                    No. What was that explosion?

                              BILL
                    Well I suppose the boys couldn't resist
                    a little havoc. They needed to blow off
                    some steam. Literally.

                              JACK
                    They nearly got me found out, and
                    probably killed.

                              BILL
                    One ship down, two to go.

                              JACK
                    Bill I cannot let her get hurt. She said
                    that Mortico is going to do something
                    tomorrow, but she didn't know what. She
                    seemed so scared.

                              BILL
                    Of course she was, mate. Is she good
                    looking?

                              JACK
                    She is my twin sister, Bill. I care not
                    for her looks.

                              BILL
                    But not, identical, right.

          Jack rolls his eyes.

          EXT. CALICO CLIPPER - SEA - DAY

          Rebecca is on the deck of the Calico Clipper, on
          her hands and knees, scrubbing the deck. She wears
          yet another dress that looks brand new; this time
          it is a pale blue. Occasionally a pirate walks by
          and ogles her grotesquely. Mortico walks up behind
          her and stops a few feet short of where she toils.

                              MORTICO
                    Today, is the day, when all manner
                    changes upon this deck. What be your
                    decision, Miss Rackham?

          Rebecca hesitates and then turns around to him,
          but does not rise from her knees.

                              REBECCA
                    I... I wish for another day.

                              MORTICO
                    Another day?

                              REBECCA
                    Just one more day. Please.

                              MORTICO
                    No, no. You've had three days now, and
                    the question has only two answers. It is
                    not near difficult enough for more than
                    three days of good hard thought.

          Many pirates have stopped whatever they were doing
          and have turned to Rebecca, staring at her
          rabidly. She glances quickly around self-consciously.

                              REBECCA
                    Please, just give me one day longer, I
                    promise to make my decision then.

                              MORTICO
                    Miss Rackham, I have waited far too long
                    for your answer.

                              REBECCA
                    Then what is one more day?

                              MORTICO
                    It is the common curtesy to keep your
                    word and reply to my demand when I wish,
                    not to delay, and prolong my unquenched
                    lust.

                              REBECCA
                    I beg of you, from upon my knees I beg
                    of you, to give me one more day.

          She glances around at the horizons, hoping to see
          another sail.

                              MORTICO
                    If I were to give you one more, I would
                    be lying to myself. I would be
                    disobeying myself. When I set a date for
                    something to happen, it is done! Do you
                    understand! I do not settle for excuses,
                    I do not tolerate disrespect! You will
                    give me an answer or I will answer for
                    you!

                              CHAOS
                    Captain, um, excuse me, sir, but there's
                    a sail dead ahead.

          Mortico hurries to the front of the ship and pulls
          out his glass. He peers out and spies the
          Blackbird.

                              MORTICO
                    I should have known, better. Of course,
                    it is. Old Billy, you've flown right
                    into the windows this time.

          He hurries down and towards the larboard side of
          the ship.

                              MORTICO
                    Let fly the larboard colors! We begin
                    pursuit!

          Moony yells at the others to prepare for the chase
          and then shows the colors to the Treasure not far
          off on their port side. The Treasure is smaller
          than the Clipper and has only twenty-four guns.
          The two ships begin their pursuit of the
          Blackbird.

          EXT. BLACKBIRD - SEA - DAY

          Aboard the Blackbird Jack notices the Clipper and
          the Treasure gaining on them.

                              JACK
                    Well, they've finally spotted us. And
                    looks like their coming on strong.

                              BILL
                    Are you sure?

          Bill turns around and points his glass back at the
          Clipper and the Treasure.

                              BILL (CONT'D)
                    Indeed they are. I did not expect
                    Mortico to follow this quickly. Do you
                    think he knows you are aboard?

                              JACK
                    I can't say.

                              BILL
                    Well, hands to the braces! So, I see the
                    Treasure has joined his ranks once
                    again. This will be quick and decisive,
                    or of course we may hold for quite some
                    time. I believe it can be done. We have
                    to hit the Treasure first and hard. And
                    cripple it down to the depths of this
                    vast abyss.

                              JACK
                    What's that?

          He points out in front him. Bill turns and points
          his glass out to the horizon. Dead ahead of them
          is a ship that was commandeered by Bill's mutinous
          crew, and captained by McDank. They have come to
          finalize their taking of the Blackbird.

                              BILL
                    Sacra bleu. Not before the gates of
                    Beelzebub did I ever imagine to see that
                    group of rabble again.

                              JACK
                    What do you think we should do?

                              BILL
                    Hold your tongue for just one minute
                    boy! I'm thinking.

          EXT. MCDANK'S SHIP - SEA - DAY

          Onboard McDank's ship. McDank and his crew all
          have hives all over their faces and arms. McDank
          is at the wheel and the other pirates onboard are
          hooting and hollering. Jeering and mocking Bill
          while comically scratching furiously.

                              MCDANK
                    Come on Silly Billy. You've flown your
                    bird one furlong too far into enemy
                    territory. Unfortunately the Blackbird
                    is non-migratory.

          EXT. CALICO CLIPPER - SEA - DAY

          Onboard the Clipper.

                              MORTICO
                    Ready the guns! And ready one shot in
                    the larboard bow.

          Meanwhile the Treasure and her crew are busy
          loading their guns.

          EXT. BLACKBIRD - SEA - DAY

          Back on the Blackbird, Bill is approaching Jack
          with his plan.

                              BILL
                    Hears the deal. If we bear up to
                    larboard, unexpectedly, we can double
                    back, through their line, and be able to
                    make some distance yet, between us and
                    them. Take Mcdank out of the picture.

                              JACK
                    So, you wish us to sail between two
                    oncoming pursuers?

                              BILL
                    Well if it's not to bold to say, then
                    yes. As long as we survive the
                    broadsides we may just be able to give
                    ourselves more time. And that will put
                    us in control.

          Jack nods in understanding. He opens his mouth to
          say 'I...' But Bill interrupts.

                              BILL
                    Do not trust me on this! Now send word
                    round to the gents. Be sure this is done
                    unexpectedly. Surprise is everything. No
                    movements until the last possible moment
                    when I give the word, capiche!

          EXT. CALICO CLIPPER - SEA - DAY

          Mortico is standing by the wheel but Connall is
          steering.

                              MORTICO
                         (to himself)
                    What will you do Billy? What trick is under
                    the great Bird's wing? You're trapped in
                    your own nest.

          Paugul steps toward Mortico.

                              PAUGUL
                    Captain, there's another ship ahead of
                    the Bird, coming straight at us.

                              MORTICO
                    What is it?

                              PAUGUL
                    Not sure. Not familiar with the colors
                    its showing.

                              MORTICO
                    Ignore it! We can take it as well. Are
                    the guns all ready?

                              PAUGUL
                    Yes, sir! We are ready. Soon we'll Be in
                    range.

          Mortico turns to Moony and says:

                              MORTICO
                    Prepare some grape.

          Moony turns and is greeted by Chaos, the two of
          them go off to ready the grape shot for the
          battle.

          EXT. BLACKBIRD - SEA - DAY

          Back with Jack and Bill. They are preparing for
          the turn.

                              JACK
                    They're all ready. Whenever you give the
                    order.

                              BILL
                    We just need to lessen the gap. Cottree!
                    Lower that fore topmast staysail! As
                    soon as we're half past the turn, let it
                    fly again! We'll need it.

          Rick reels in the sail and prepares to throw it
          back out on the order. They begin to slow
          slightly. Bill glances back at the Clipper waiting
          for it to be in range.

                              BILL
                    A little closer Mortico! C'mon, don't be
                    shy... Now! Move hard!

          He turns the wheel as hard over to the left as it
          will go. The crew works the ship into the turn.

          EXT. CALICO CLIPPER - SEA - DAY

          Mortico stands at the wheel and smirks when he
          notices Bill's maneuver.

                              MORTICO
                    That's the spirit, Bold Billy! Fire the
                    larboard bow! Straight up their nose!

          Moony and Chaos fire off the gun and the cannon
          ball skips across the sea and strikes the
          Blackbird at the bow, below the water line, when it
          is half way done its turn.

          EXT. BLACKBIRD - SEA - DAY

          Rick hoists back up the fore topmast staysail but
          even when the ship is done its turn and is facing
          the two oncoming ships, it does not speed up.
          Instead it gradually slows, little by little. Bill
          measuring their speed by the strength of wind in
          his face realizes something is wrong.

                              BILL
                    Oh no. Aye, what is the damage! Where
                    are we hit!

          Willows comes running up from below deck. He is
          soaked from the waist down.

                              WILLOWS
                    Hit! Hit bad! Below the water line!
                    Right near the bow. I can't get to it.

                              BILL
                    Damned! We're in for the long haul now.
                    Ready the guns and everything else!
                    We'll never make it through the lines
                    now!

          Bill rushes past Jack and gets everyone to load
          the guns.

                              BILL
                    Load the guns! On both sides! We'll need
                    them all! Jack, young lad. Hears the
                    hear. Now we bump up between the two
                    ships, then fire two rounds from every
                    gun. I want you to take the starboard
                    lads, and board the Treasure as fast as
                    possible right after that second shot.
                    The Treasure is undermanned by the looks
                    of her. Anyway, we need a ship to fall
                    back on if worse comes to worst.
                    Capiche?

                              JACK
                    Shouldn't you address the entire crew?

                              BILL
                    Very right.

          He turns to the rest of the crew.

                              BILL
                    Gentlemen! This looks like a defining
                    battle. But let me tell you, that there
                    isn't a man (minus one) that I wouldn't
                    deem worthy of being my mate, aboard my
                    ship. Every second last one of the pairs
                    of eyes that I look into right now,
                    gives me more hope, more inspiration,
                    and grants me with the strength that I
                    will need to lead you men, into the iron
                    casts of our enemy. For none of you,
                    will ever be forgotten, and there will
                    be tales and epics, written for this
                    day! For all of you have my confidence
                    that win or lose, we are going to make
                    damn sure that those who have the
                    strength to beat us today, must go
                    through Hell to keep us from kicking! So
                    just remember that your lives are nasty,
                    brutish and short! Everybody capiche!?

          He glances around, nobody questions him (Rick
          wipes his tears). So he raises his right hand up
          like Hitler and starts off the chant:

                              BILL
                    Live hard!

                              EVERYBODY
                    Die young!

          Everyone else raises their right hand up like Bill
          when they chant out 'die young.' Bill turns back
          around and takes out his glass and points it at
          the Clipper as the rest of the crew prepare for
          battle with Bill's speech on their minds. Bill
          sees Moony and Chaos loading a cannon with grapeshot.

                              BILL
                    My God! They're going to pepper us with
                    grape. Jack boy, tell all lads to get
                    prepared to lose the mainsails. They
                    have grape!

          Bill hurries below deck and rushes toward the
          corner with a small chest. He opens the floating
          chest and pulls out the medallion. He glances
          around and then rushes back on deck. Jack finds
          Rick and grabs him to get his attention.

                              JACK
                    Rick, I want you to be careful. We'll be
                    split up and I want you to stick with
                    Bill. He'll keep you safe.

                              RICK
                    Don't worry about me, lad. I haven't
                    been more prepared for a battle in all
                    my years.

                              JACK
                    Right. Be careful.

          He runs off and grabs his pistol putting it at his
          side. He then grabs a musket and loads it. The
          Blackbird continues to slow down and it now begins
          to slide between the Clipper and the Treasure.

                              BILL
                    Ready lads! Fire!

                              JACK
                    Fire away!

          EXT. CALICO CLIPPER - SEA - DAY

                              MORTICO
                    Fire!

          All the cannons fire at once blowing apart the
          ships sides and fragments of wood fly all over the
          place. Smoke rises from all the cannons and then
          hangs over the battleground. The grape shot rips
          apart the sails of the Blackbird.

          EXT. BLACKBIRD - SEA - DAY

          Jack fires off his musket a couple of times in
          quick succession and then throws the gun down and
          pulls out his sword and pistol. The men ready the
          cannons for a second shot.

                              JACK
                    Fire!

          The starboard crew fires their second cannon round
          blowing apart wood and damaging the Treasure far
          worse than what she had done to them.

                              JACK
                    Arms ready! We board her now! Arms
                    ready!

          Bill fires off his pistol several times and
          encourages the men to continue the fight. Rick has
          a huge smile upon his face as he fires his musket
          off, loads and then fires again. Jack grabs a
          grapnel and tosses it over and hooks it around the
          Lucy's lines. Gunfire and bullets flash by him as
          the rest of the men toss their grapnel and swing
          onto the Treasure. Jack swings over to the ship
          and knocks one of the pirates flying.

          EXT. TREASURE - SEA - DAY

          Jack lands on deck, turns around and kicks one of
          the opposing pirates off the ship into the sea. He
          then turns around, pulls out his sword and fights
          off a pirate.

          Mad Willy also boarded with Jack and is beating three
          pirates without his sword out. He knocks all three
          of them down and then takes out a small bottle of
          rum from his pocket and takes a quick drink. He then
          throws the bottle at a pirate near by and it
          shatters against his head knocking him out.

          EXT. BLACKBIRD - SEA - DAY

          Bill fires off his gun and beside him is Willows
          firing his musket.

                              WILLOWS
                    Any ideas sir?

                              BILL
                    As a matter of fact, I have a very
                    pestilent one. Keep Cottree alive.

          Bill hurries off to the back part of the ship.
          Willows sidles over to Rick, who is hysteric.

                              RICK
                    Come for more you yellow buggers! Ol'boy
                    Rick's back and he's gonna rip every
                    last one of you sally walking,
                    attercopin', no good worthless scum bags
                    limb from limb!

                              WILLOWS
                    Good on you mate.

                              RICK
                    Aye, what say you to boarding?

          Willow's eyes light up with admiration at the
          thought of boarding.

                              WILLOWS
                    A tactical genius. It's perfect!

          They both grab their grapnel and swing over to the
          Clipper yelling a loud battle cry. Bill sees them
          swing.

                              BILL
                    Cottree! Willows! Don't you let him fall
                    into the dark!
                         (to larboard lads)
                    Covering fire!

          He and everyone on the port side of the ship aim
          the muskets to fire more condensed to where
          Cottree and Willows are, to help all they can.

          EXT. TREASURE - SEA - DAY

          Jack continues to fight his way through the mass
          of men on deck. Willy now has his sword out and is
          cutting ropes that are attached to the mainsail of
          the ship. Jack gets surrounded by five pirates.

          They're about to move in for the kill but then a
          rope snaps and whips one of the pirates in the back
          knocking him to the ground and a pulley with a
          metal knot at the end swings over knocking another
          one of the pirates unconscious.

          Then Willy swings from a rope and knocks two of
          the pirates to the ground. He is clearly drunk singing
          'donkey urine waterfall' and then swings away.
          Jack has just one more pirate to compete with and
          he fights him off quickly throwing him overboard.
          He then turns and hurries below deck.

          EXT. CALICO CLIPPER - SEA - DAY

          Rick and Willows are fighting against much larger
          numbers of pirates.

          EXT. BLACKBIRD - SEA - DAY

                              BILL
                    Board!

          Bill and all the rest of the pirates swing onto
          the Calico Clipper to their aid.

          EXT. CALICO CLIPPER - SEA - DAY

          Bill hurries over to Rick and Willows fighting his
          way through pirates. He reaches them.

                              BILL
                    One more stunt like that Cottree and
                    I'll have you castrated. Willows what in
                    the name of the holy ghost were you
                    thinking?

                              WILLOWS
                    Sorry Billy boy. I was just looking for
                    some fun. And I must say that I did find
                    it.

                              BILL
                    Course you were. Next time I give the
                    order.

          INT. TREASURE - SEA - DAY

          Jack is below deck of the Treasure. He moves over
          to a cannon, loads it and then fires it off in the
          direction of McDank's ship. It strikes the ship on
          its broadside.

          EXT. MCDANK'S SHIP - SEA - DAY

                              MCDANK
                    Load every gun and pummel that ship to
                    kindling! Put her hull to the bottom of
                    the sea!

          They fire their cannons at the Treasure and some
          strike it and blow holes all over the ship. They
          then set up for another group of shots at it.

          EXT. CALICO CLIPPER - SEA - DAY

          Mortico notices McDank again and surveys the
          damage it is doing to the Treasure. He grabs the
          wheel and calls to some of the men.

                              MORTICO
                    Ready all sails! We need every bit of
                    speed we can muster!

          They begin to sail away from the other battle, but
          the brawl upon the Clipper's deck continues.

          EXT. TREASURE - SEA - DAY

          Jack then hurries back up onto deck where he
          nearly gets his head taken off by a pirate, who he
          knocks down and then fights off some others. He
          looks back onto the deserted deck of the sinking
          Blackbird and remembers not to trust Bill. He runs
          to the side of the ship and grabs a rope, swinging
          over to the Blackbird.

          EXT. CALICO CLIPPER - SEA - DAY

          Bill fights off a pirate and then looks around
          desperately, but finds that they are losing the
          battle.

          EXT. BLACKBIRD - SEA - DAY

          Jack runs below deck of the Blackbird which is now
          deep in water. He rushes over to the chest
          floating in the water and opens it. He finds that
          the medallion has been taken out.

          EXT. CALICO CLIPPER - SEA - DAY

          Bill realizes that there is no hope for the battle
          to be won so he drops his weapons and his crew
          follow suit. Rick does must reluctantly. Mortico's
          men surround their captives.

                              MORTICO
                    Gents! The battle is won!

          The men cheer and taunt their new captives pushing
          them into a circle.
          WIDE SHOT OF:

          The Clipper as it continues to sail away, and
          McDank's ship still fires its cannons at the
          immobile Treasure striking her many times and the
          Treasure begins to sink as well.

          EXT. CALICO CLIPPER - SEA - DAY

          Mortico barks out some more orders on the Clipper.

                              MORTICO
                    Get up all sails now! Bring out the
                    sweeps!

          The Clipper gains speed quickly as the sweeps come
          out.

          EXT. MCDANK'S SHIP - SEA - DAY

          McDank gazes at he Clipper through his glass.

                              MCDANK
                    Continue in pursuit! We just need to
                    keep her in our sights. Do not get into
                    firing range!

          He scratches his face and neck some more.

          EXT. CALICO CLIPPER - SEA - DAY

          Mortico paces in front of Bill and the rest of the
          surviving crew. Jack is not there.

                              MORTICO
                    This be all the survivors?

                              MOONY
                    Aye sir, it is.

                              MORTICO
                    The infamous Bill Birmington. Silly
                    Billy.

                              BILL
                    Well, if it isn't Satan's right-hand
                    minion himself. And the diabolic doofus.

          Moony steps forward close to Bill and points his
          pistol right at Bill's head.

                              MOONY
                    I'm not so sure that this is a
                    temptation I can resist.

          Bill waves Moony back unconcerned.

                              BILL
                    Oh, get away urchin.

          Moony retreats back behind Mortico, who is looking
          down the row of captives.

                              MORTICO
                         (looking at Rick)
                    What's this? I don't recall.

                              BILL
                    Oh nobody, just Cottree. Keep your
                    distance though. Think he's got the
                    plague.

          Mortico leans away from Rick.

                              MORTICO
                         (timid)
                    What did you say his name was?

                              BILL
                    I said that his name is Rick Cottree.

                              MORTICO
                         (bursts out laughing)
                    Rick Cottree!

          The rest of the pirates including Bill burst out
          laughing. Rick looks rather sour, still not
          getting the joke on his name.

                              MORTICO
                    Rick, cot, tree! Oh goodness, how come
                    you by a man with a name like that?

                              BILL
                    Rotten luck.

          He continues down the line of men and stops at Mad
          Willy.

                              MORTICO
                    Who be this ill-leering creature?

                              BILL
                    Called Mad Willy. Don't listen to him
                    though, he doesn't know what he's saying
                    and therefore, doesn't mean what he
                    says. A half-wit.

                              MORTICO
                    Fine crew ain't it.

                              BILL
                    I only accept the best.

                              MORTICO
                    What brings you storming around my part
                    of the sea? It's not to reminisce.
                    Perhaps to steal. I know of your little
                    finding aboard my ship last night. A
                    little audacious to come here Billy.
                    Your audacity will be your undoing.

          Mortico turns his back on Bill to step away. But
          Bill stops him saying:

                              BILL
                         (mocking)
                    Mortico. Beware the ides of March.

          Mortico recalls in his mind that March 15 is
          drawing near and tries to hide his fear of the
          superstition but turns back to Bill.

                              BILL (CONT'D)
                    I believe we have more in common than
                    you think.

                              MORTICO
                    Commonality? Yes, very much so.

                              BILL
                    And we both have similar expectations,
                    if you will. And now you have balanced
                    the scales. But even you and I, must
                    sometimes help each other. Am I drifting
                    your way?

                              MORTICO
                    Not at all. Be more specific.

                              BILL
                    In a battle of wits you need not be
                    specific.

                              MORTICO
                    And you need not look for a battle of
                    wits with me lad, for that be dangerous
                    ground when so many lives are in your
                    hands. I personally do not believe the
                    scales to be balanced, you are sinking
                    lower and lower, as the weight of
                    anxiety draws ever more upon ye. The
                    scales have yet to be balanced by you.

          EXT. CALICO CLIPPER - SEA - DAY

          Jack is hanging off the side of the ship and
          listening intently on every word.

          EXT. TIBERIUS - SEA - DAY

          Lieutenant Smith is looking into his glass.

                              SMITH
                    Sir, I see a ship dead ahead. She's
                    moving north across our bow.

                              BIRMINGHAM
                    Is it the Blackbird?

                              SMITH
                    No sir, I believe it's the Calico
                    Clipper, sir. Can she be with them?

                              BIRMINGHAM
                    I believe anything's possible with the
                    notorious Bill Birmington in our league.
                    We will pursue the Clipper. However, do
                    not follow too closely. They may not
                    have spotted us yet.

                              SMITH
                    Aye sir.

          EXT. CALICO CLIPPER - SEA - DAY

          Mortico continues questions with Bill.

                              MORTICO
                    And what's in you that thinks you know
                    where the great treasure of Calico lies?

                              BILL
                    Well I stumbled across a specific gold
                    medallion, of which you know of. I have
                    also stumbled across an unbelievable
                    person in my journeys. One even you
                    won't believe. Calico's grandson.

                              MORTICO
                    Cookie's kid? He be dead, Billy. One of
                    my men finished him many years ago.
                    You've been duped.

                              BILL
                    I beg to differ. I have a different
                    account from this lad. All seems to
                    check out.

                              MORTICO
                    What does his existence mean to me?

                              BILL
                    Because only the heirs of Calico can
                    bring about the island in which all his
                    last belongings lie.

                              MORTICO
                    But I have the other one. The young Miss
                    Rackham.

          Mortico nods to Chaos who goes off to bring
          Rebecca to them.

                              MORTICO
                    So Billy, what do you think of the term
                    'wench?'

                              BILL
                    Well, I don't find it particularly
                    pleasing.

          Chaos drags Rebecca out, she struggles to get free
          of his grasp. He laughs at her attempts.

                              REBECCA
                    Let me go you sadistic scanty-necked
                    bastard!

          She gets away from him but he lunges at her trying
          to grab and grope her wherever he can. She turns
          around and slaps him. The pirates laugh. She turns
          and surveys Bill.

                              MORTICO
                    Feistier than all the Rackhams I have
                    known thus far.

                              BILL
                         (observing)
                    And not at all identical. Indeed, worthy of
                    the forth.

                              REBECCA
                    Who are our guests?

                              MORTICO
                    This here be Bill Birmington. A captive
                    rather than guest. He believes he has
                    found the brother.

                              REBECCA
                         (to Bill)
                    What?

                              BILL
                    Um, well I'm sure they've already met
                    before, um, many years ago that is. I
                    mean, they are related, after all.

                              REBECCA
                    Where is he?

                              BILL
                    To be entirely honest, he is neither
                    here nor there. But he may turn up. The
                    idiosyncratic blighter, always loves to
                    frighten me. Always sneaking and
                    jumping. And...

          Everyone waits to find out what else Jack is but
          Bill can't find anything else to say.

                              REBECCA
                    When did you last see him?

                              BILL
                    Well not since before he boarded the
                    um...

                              REBECCA
                    No! Where is he! What happened to him?

                              MORTICO
                    Do you really care for the man that
                    cared not about you? He abandoned you.
                    When will you finally despair and
                    realize that I am your last hope to be
                    loved.

          Jack climbs over onto the rail of the deck and
          stands on it supporting himself with a rope. He
          points his pistol at Mortico.

                              JACK
                    Stand down Mortico!

                              REBECCA
                    Jack!

          She takes a step forward but Mortico puts a hand
          out and stops her.

                              BILL
                         (sarcastically)
                    Why here comes my vertically- challenged
                    counterpart now. Never late, nor early,
                    is he.

                              MORTICO
                    Shut-up. So, this be the grandson you
                    mentioned. Still alive, quite wily. Like
                    your comrade Bill here.

                              BILL
                    More his old man's old man.

                              MORTICO
                    You seem to be able to slip through most
                    sticky situations. Turned pirate and all
                    have you.

                              JACK
                    I have not turned pirate! I have come
                    for your head!

                              MORTICO
                    Yes, sailing with pirates to kill
                    another man. Not piracy at all is it.

                              JACK
                    Let her go. She is of no more use to
                    you.

                              MORTICO
                    I disagree. She has more uses than what
                    she's brought us to believe but all she
                    needs a little more persuasion.

          He squeezes her ass and she lets out a scream of
          disgust.

                              JACK
                    Mortico you blasphemous bastard! I can
                    take you to your island. But she must
                    have no part in it.

                              MORTICO
                    Boy you are not in a position to
                    negotiate. You have nothing to barter
                    with.

                              JACK
                    I have your life.

          He points his gun at Mortico. But Mortico puts his
          hand around Rebecca's throat and squeezes it,
          choking her.

                              MORTICO
                    And I have hers!

          He releases his grasp on Rebecca's neck.

                              JACK
                    Mortico, you have heard of the
                    medallion. You now have in your
                    possession both the medallion and the
                    Rackham. Let me...

                              MORTICO
                    No you are quite mistaken, I have two
                    Rackhams and incidentally no medallion.

          Bill takes out the medallion and holds it in front
          of Mortico who's eyes light up and it mesmerizes
          him.

                              MORTICO
                         (to himself)
                    There it is. The medallion of Calico. The
                    secret to his past all lies in this one
                    coin of gold. And now it has fallen into
                    my possession.

          Bill walks over to the side of the ship with the
          medallion and holds it over the edge. He flicks it
          up and catches it.

                              BILL
                    You do not have it yet. And now we have
                    more to barter with than you think. Or
                    at least, more than what we originally
                    led you to believe. If I were to let
                    slip this small coin entirely
                    accidentally, it would be impossible to
                    retrieve.

          Mortico pulls out his pistol and points it right
          at Rebecca's head.

                              MORTICO
                    Do it and the girl gets a poppy.

          Jack steadies his gun directly at Mortico's head.

                              MORTICO
                    Well this could be messy. You drop the
                    medallion I put a hole in my love here,
                    and of course I die as well. Do you
                    really want to be responsible for the
                    death of young Miss Rackham?

                              BILL
                         (sadly)
                    Well she does have looks, always a bad
                    thing to waste. I know exactly where she
                    got it and the lad obviously got stiffed
                    in the shallow end.
                         (laughing)
                    However, I always like a sense of humor,
                    and I just do not know her well enough
                    to be accountable for judgement.

          Rebecca looks horrified listening to them decide
          her fate, but Bill laughs at her reaction.

                              BILL
                    Just kidding love. Relax. You two are
                    definitely related. Both got that whole,
                    the world's against you feel.

                              MORTICO
                         (to Jack)
                    What say you?

          Jack tries to ignore the comment made by Bill
          about he and his sister.

                              JACK
                    Bill will give you the medallion. We
                    will sail to the island, and you may
                    make your claim.

                              MORTICO
                    So be it.

                              BILL
                    What?! I do not agree to these
                    irrational terms. Do not be fool hardy,
                    boy, I'd expect this from Cottree but
                    not from you!

                              MORTICO
                         (laughing)
                    Ha, Cottree.

                              BILL
                         (irritated)
                    Yes, very funny.

                              MORTICO
                    Hand it over.

          Bill hands the medallion to Mortico with great
          reluctance and hesitation. Mortico lets Rebecca
          go. She runs into Jack's arms and they hug.

                              MORTICO
                    Throw her in the brig!

          Moony and Chaos come over and grab her, taking her
          away from Jack.

                              REBECCA
                    No, no! Please.

                              JACK
                    Mortico, release her! She has nothing
                    left to do with this, you will not harm
                    her.

                              MORTICO
                    I will not harm her.

          INT. CALICO CLIPPER - SEA - DAY

          Jack is in a cell by himself at the back of the
          ship, and the crew is in one big cage. Bill is
          being pushed into a cage by himself but struggles.

                              MOONY
                    Hold still, Billy. You're going to need
                    your strength later. I think you should
                    recover it.

                              BILL
                    I don't believe that locking us up had
                    anything to do with the accord laid out
                    by Mortico and my untrustworthy
                    negotiating superior Mr. Rackham.

                              MOONY
                    Well it wasn't not in the accord
                    neither.

                              BILL
                    But it was neither in the agreement nor
                    not in the accord, so it cannot just
                    happen. You cannot do any action unless
                    it is specified in the agreement or else
                    you get a constant, yet pointless
                    argument on both sides, entirely
                    contradicting one another by canceling
                    each other out. It's called circular
                    logic.

          Moony shuts the door and locks the door to Bill's
          cage.

                              BILL
                    Well you've done it this time Jack. The
                    brilliance of your negotiating skills
                    have been duly noted by myself and
                    Mortico.

          Moony walks up the stairs and shuts the latch
          leading up onto the deck. Bill hesitates to be
          sure no one comes back down, then pulls something
          out of his pocket picks the lock for a couple of
          seconds and then opens the door.

                              JACK
                    How did you do that? Bill let me out.

                              BILL
                    Never you mind. You could use some time
                    in your cell to think about how to get
                    out of this mess. I've already thought
                    out my fair share. Indeed, I'm giving up
                    rational thought altogether.

          Bill walks over to Rebecca's cell where there is
          only a slit in the door where they can talk
          through.

                              BILL
                    Comfortable love?

                              REBECCA
                    Not at all.

                              BILL
                    Don't worry, you will be let out soon.

                              REBECCA
                    And go from one miserable spot to my
                    death, I presume.

                              BILL
                    Never presume anything, don't assume
                    anything either. And don't judge. Life's
                    full of surprises. Mortico's lust will
                    lead him into a sticky spot where he
                    will find no escape.

                              REBECCA
                    How do you know?

                              BILL
                    Rebecca, it is Rebecca right?

                              REBECCA
                    It is.

                              BILL
                    Well you know Mortico as well as I, I
                    suppose. So you know his eagerness for
                    the treasure of Calico. He needs you, or
                    Jack. Mortico agreed to the terms of
                    Jack leading him to the island. That
                    leaves no use for you other than what
                    he's already asked of you.

                              REBECCA
                    It will never happen!

                              BILL
                    Of course. You know, I could help. I can
                    possibly make a change to this
                    agreement.

                              REBECCA
                    I will not lose Jack a second time.

                              BILL
                    Jack will not lose you a second time.
                    Mortico would be quick to alter the
                    accord. I must comment on your beauty.
                    Mortico would not easily throw you
                    aside. And nor will I.

          She looks out of the slit at him unconvinced, but
          she changes to sincerity.

                              REBECCA
                    You're a pirate.

                              BILL
                    And a bloody good one. It is in the
                    stars that I would find you.

                              REBECCA
                    You mean fate brought you here. I
                    believe it too. Mortico always seemed to
                    fear you. I had always dreamt that the
                    fearless Bill Birmington would come to
                    my rescue and be my savior.

                              BILL
                    Wild Bill Birmington, the savior of fair
                    lady.

                              REBECCA
                    Bill, I trust you. I have longed for
                    your rescuing of me and now you are
                    here. You aren't here for treasure.
                    You're here to save me. I believe my
                    rescue will be fulfilled. I trust you to
                    fulfill it.

                              BILL
                    Do not trust me.

          There is some growing talk just above them near
          the top of the stairwell.

                              REBECCA
                    Would you kiss me Bill?

                              BILL
                    I will keep you alive, luck will change
                    our way very soon. I will protect you.
                    And I will save you... Shall I compare
                    thee to a summer's day? Thou art more
                    lovely and more temperate. Rebecca, you
                    are my ideal for sweetness and purity.

          Their faces are close together moving closer to
          kiss but Moony and Chaos come barreling down the
          stairs and Bill is thrown back.

                              MOONY
                    What do you think you're doing roaming
                    about out of your cell?

                              BILL
                    I fancied a walk.

                              MOONY
                    Well you'll be tossed overboard with the
                    rest of the slug sucking maggots.

                              BILL
                    And I will appreciate it greatly. Remind
                    me to grant you my thanks.

          Moony grabs him and Chaos opens Rebecca's cell and
          grabs her and takes her up after Moony and Bill.

          EXT. CALICO CLIPPER - SEA - DAY

          A couple of Mortico's crew are tossing large
          chunks of bloody, raw meat into the sea. Bill,
          Jack, Rebecca and their crew are all gathered
          together, tied around the mast and Mortico's crew
          all point their pistols and swords at them.
          Mortico paces around the captives.

                              MORTICO
                    So Jack, this be the way of it. This be
                    how you've chosen to finalize the
                    existence of your last remaining family
                    member. (he stops and faces Jack) Always
                    know, that it was your choice.

          Mortico turns and walks away towards the edge of
          the ship.

                              MORTICO
                    Lay out the plank!

          Moony and Chaos slide out a plank eight to ten
          feet long.

                              MORTICO
                    Be so kind as to step forward Miss
                    Rackham. We want no trouble.

          She steps forward sternly and makes eye contact
          with nobody.

                              BILL
                         (to Jack)
                    You know, this would be the best time, seeing
                    as how its the last, to overrule the
                    agreement and do the gentlemanly thing
                    by throwing yourself overboard. It is
                    ironic that you came, intending to save
                    her, and now stand silently by whilst
                    she jumps to her death.

          Jack says nothing and looks hopelessly toward
          Rebecca for guidance. She does not look back at
          him.

                              MORTICO
                    Miss Rackham. Walk it! And when you get
                    to the end, don't bother to blow back
                    kisses.

                              REBECCA
                    I wouldn't dream of it. But a prick of
                    the finger.

          She steps onto the plank. The pirates start
          cheering and turn to Rebecca, closing in toward
          the edge of the ship rabidly. She steps softly to the
          edge of the plank and looks down. She screams
          horrified; below in the water is a shark swimming
          in a circle directly under the edge of the plank.
          Mortico laughs.

                              MORTICO
                    Yes, a prick of the finger, yet a prick
                    to my heart. Mind you don't stop, now
                    even your brother has refrained from
                    coming to your aid. Instead he stands
                    idly by while you plummet to your death.

          Rebecca glances at Jack and their eyes connect.
          Jack steps forward.

                              JACK
                    Mortico no! I will be your sacrifice.

                              MORTICO
                    It's not a sacrifice for me by tossing
                    you overboard. I'm not really losing
                    anything. But you may sacrifice
                    yourself. I would be more than happy to
                    make an exchange.

                              JACK
                    So would I.

          He walks to the plank and lifts Rebecca down from
          the plank.

                              JACK
                    Show them to the island. The path is
                    before your feet, as it is for mine.
                    Lead them there and we'll find each
                    other again. I promise.

          She throws her arms around him.

                              REBECCA
                    Don't you dare promise me. I waited ten
                    years for a promise I made myself, I
                    won't wait again.

          Moony grabs her around the neck and pulls her
          back. Jack glares at him and then at Mortico.

                              JACK
                    You do not know your peril.

          Jack walks cautiously to the edge of the plank.
          Again the pirates yell and taunt Jack, while
          closing in toward the plank. He glances down at
          the shark, still circling. He then turns and
          glances at Rebecca, focused on him looking
          terrified, and still in the hands of Moony. He
          then glances over to Bill who is watching the
          horizon. He gives Mortico a look of hatred, which Mortico
          returns.

                              MORTICO
                    What are you waiting for!

          Mortico pulls out his pistol and points it at
          Rebecca. A gun blast goes off. Jack flinches,
          thinking that Rebecca had been shot; Rebecca is terrified;
          Bill is smiling at something on the horizon. A
          cannon ball hits the water right below the plank
          where Jack is standing.

          EXT. TIBERIUS - SEA - DAY

          For the first time we see the Tiberius in full. It
          is a large forty-eight gun man-of-war, decked out
          in Royal Navy colors. The crew are all readying
          cannons. Birmingham stands looking through his
          glass at the Clipper. He takes his glass down.

                              BIRMINGHAM
                    Fire again!

          The Tiberius fires another shot that also misses
          the target. They still are a fair bit away.

          EXT. CALICO CLIPPER - SEA - DAY

          Jack dives head fist off the plank, into the
          water. Several of the pirates rush to the side of
          the ship and fire their muskets and pistols into
          the water, trying to hit Jack. The bullets all
          fire past Jack under the water.

                              MORTICO
                    Hand the sails! All tops, gallants, and
                    jibs!

          The pirates all spring into action climbing up,
          and sliding along the yards. They open all sails
          and bring out the sweeps once again. Mortico turns
          again to his captives.

                              MORTICO
                    Do be mindful, that any form of
                    acrobatics that one should perform will
                    immediately bring down upon them a fast
                    black passing.

          He turns and walks to the helm.

                              BILL
                    Well, from all my experiences, fast has
                    meant painless. Not a bad way to go.
                    Better than young...

          He stops as he sees Jack bobbing up and down with
          the waves.

                              BILL
                    So, the Sea Gods have spared him. They
                    fight for us.

                              REBECCA
                    They fight for you.

          The Calico Clipper sails away and in far pursuit
          is the Tiberius. Far away to the south is McDank
          and his ship, barely seen on the horizon.

          EXT. TIBERIUS - SEA - DAY

          The Tiberius sails after Mortico. Smith looks in
          his glass and sees Jack.

                              SMITH
                    Sir, there is a man gone overboard. From
                    the Clipper.

                              BIRMINGHAM
                    Is it Birmington?

                              SMITH
                    No sir, I believe it's Rackham.

          Birmingham looks into his glass and sees Jack.

                              BIRMINGHAM
                    Reel him in. I wish to question him.

                              SMITH
                    Aye sir.

          Smith hurries off to inform the rest of the men to
          bring in Jack.

          INT. TIBERIUS - SEA - DAY

          Jack is sitting on one side of a small table with
          his hands in irons. Birmingham paces around him.

          Smith stands at attention by the door. A marine
          whispers something in his ear.

                              SMITH
                    Lieutenant, the Clipper is no longer
                    visible. We've lost sight of them.
                    They're gone.

          Birmingham acknowledges.

                              BIRMINGHAM
                    Well, Mr. Rackham...

                              JACK
                    Well, Mr. Birmingham!

          Jack is very annoyed with being questioned at the
          moment and cannot stand being talked to by an
          authority figure. Birmingham is annoyed at being
          addressed as Mister.

                              BIRMINGHAM
                    Lieutenant.

                              JACK
                    Of course.

                              BIRMINGHAM
                    Mr. Rackham, I needn't remind you of the
                    situation. I have specific orders. Ones
                    in which are very valuable to me. That
                    is the sole reason I have yet to toss
                    you overboard.

                              JACK
                    That, and you wouldn't desire to be
                    known as Lieutenant Birmingham the
                    Hypocrite.

                              BIRMINGHAM
                    Watch your mouth. I despise the likes of
                    all pirates, but far worse do I despise
                    a betrayer. One whom I trusted not to
                    disobey the laws of the crown. But you
                    betrayed all. You became a pirate. So,
                    the two things, that I could not
                    possibly loath more, betrayer and
                    pirate, you fall under both criteria.

                              JACK
                    So you think I betrayed you. I suppose
                    my actions classify me as pirate. But I
                    have reasonable intentions, in fact the
                    same as what you set forth after me
                    with. To payback the betrayer. And I
                    have not achieved my goal hereto.

                              BIRMINGHAM
                    Do not think that you are the only one
                    who lost a father that night. I am
                    liable to put my duties before all other
                    things. And so I do. We all must meet
                    our expectations.

          Jack says nothing in response.

                              BIRMINGHAM (CONT'D)
                    I never thought that you would be fit
                    for society, not after what you came to
                    us from. And I knew Cottree was simply bidding
                    his time to rejoin the ranks of villains
                    among the sea. His veil may have blinded
                    the Governor, but am not so easily
                    fooled.

                              JACK
                    Rick is a good man!

                              BIRMINGHAM
                    He is a pirate! Don't be ridiculous. You
                    are so naive Rackham. You've gotten
                    yourself mixed up with these pirates,
                    all for them to turn their back on you.
                    Your grandfather was a worthless pirate
                    as well. But he was also stabbed in the
                    back. Got what he deserved. So will you
                    Rackham. You are reckless, degenerate,
                    conceited, and untrustworthy. You are
                    wretched; you are the plague of society.
                    I would not have chosen to delay your
                    inevitable hanging until we are back on
                    land but the Governor wishes to face you personally
                    and demand an explanation, after all he
                    has done for you.

                              JACK
                    What he has done? I did not ask him for
                    sympathy. I did not ask him for help.
                    What he has done for me requires no
                    payment. I owe him nothing.

                              BIRMINGHAM
                    You will get what's coming to you, you
                    ungrateful abomination. For you disgust
                    me. You should have been behind bars
                    long before. You are a delinquent.
                    Someone of your stature is not clever
                    enough to elude me.

          Birmingham turns to leave and reaches the door.

                              JACK
                    You are going after Bill? I know where
                    the Clipper's heading. And how to find
                    it.

                              BIRMINGHAM
                    Nothing would please me more than to see
                    the tenacious Bill Birmington dangling,
                    cold and dead before me. Along with any
                    followers.

                              JACK
                    Good.

          He walks out of the quarters.

          EXT. CALICO CLIPPER - SEA - DAY

          Mortico stands at the hull of the ship, where
          Connall is steering. Bill stands on the
          quarter-deck just under the poop-deck with his hands
          bound in front of him and two pirates, PAUGUL and
          POLO, standing to either side of him. Rebecca
          stands unprotected beside Mortico. She wears a new amazingly
          stunning and flowing, white dress. Mortico rolls
          the medallion in front of him between his thumb
          and forefinger.

                              MORTICO
                    What is in your head, fair lady? Will
                    you survive, will I kill you? Will your
                    savior finally show different colors in
                    order to flee from his imprisonment?

                              REBECCA
                    Actually, my thoughts lie elsewhere.
                    What brutal end will you meet? What will
                    be the odor of your rotting body as it
                    floats by for all to see?

          Mortico chuckles at her 'thoughts.'

                              MORTICO
                    Never give in, will you? Your tone may
                    change. For God sakes look at Cottree:
                    he burst tears after just twenty minutes
                    of oppressive deriding.

          They all burst out laughing, except Rebecca and
          Bill.

                              BILL
                    Enough wisecracks at poor old Cottree,
                    eh! Why don't you lay off him?...
                         (laughter continues)
                    Cease cachinnating!

          Everyone stops laughing. Mortico steps at him but
          then there's a call from high up the mast.

                              PIRATE
                    Land ho!

          Mortico and the rest all peer through the thin
          fog, within seconds an island appears in the
          distance. Mortico takes a step forward to get a
          closer look. All eyes look to the island in the
          near distance. All except Rebecca's who looks down
          at Bill, who is also not looking at the island. He struggles
          trying to get his hands free of the bonds. He
          slides one hand out and then the other. He then
          puts his hands back in to look as though they
          still hold his hands together. Bill looks back at
          Rebecca.

                              BILL
                         (to Rebecca)
                    Capiche?
                         (to rest of crew)
                    Come on it's not like we haven't seen an
                    island before!

          Everyone ignores him.

                              MORTICO
                    We're goin' ashore. They're comin' with
                    me.

          He is referring to Bill and Rebecca. A couple of
          pirates grab Bill and Moony pushes Rebecca
          forward.

                              BILL
                    Excuse, but is it necessary that I go
                    ashore with you.

                              MORTICO
                    It's not really necessity, but I want to
                    keep an eye on you.

                              BILL
                    Fair enough. Just curious.

          The pirates push him along. Bombur circles the
          ship above.

          EXT. SHORE - ISLAND - DAY

          Mortico steps onto the sandy shore of the island,
          and walks into the middle of the large beach.
          Rebecca is escorted onto the shore by a large
          burly pirate named Paugul. Bill is escorted by
          Moony and Polo.

                              REBECCA
                    So what now? We wander aimlessly in
                    search of a mound of gold.

                              MORTICO
                    Not aimlessly my dear. No.

          He pulls out the medallion and looks at it in the
          daylight.

                              MORTICO
                    We simply, follow the map.

          He tosses the medallion up into the air. It lands
          in the sand and a soft shock wave pierces the
          ground beneath their feet. The sand starts shifting
          and rising in some parts and sinking in others.

          Everyone on shore looks at the changing formation
          of the sand. The sand takes on the form of a large
          map of the island, the same as the medallion, only
          magnified many times.

          The shape of the sand shows the way, the treasure
          buried in a large cave at the base of a rocky
          mountain in the center of the island. In the sand
          is written a small verse.

                              MORTICO
                    What does it say?

          Rebecca steps forward to look closer.

                              REBECCA
                    Ye, who finds the way, Ye, who travels
                    the way, Ye, who dares the way, 'Tis ye,
                    that shalt pay.

          Mortico listens carefully.

                              MORTICO
                    Old Calico. Always the poetic stylist.
                    Ha, Cottree can do better than that.
                    Lets see.

          Mortico surveys the map, pacing across it,
          examining it closely. After some time of
          observation he stands again.

                              MORTICO
                    All right then. Onward!

          Mortico picks up the medallion and strides
          forward. Bill and Rebecca follow him pushed along
          by Moony, Paugul, and Polo. As they leave the beach
          the sand molds itself back to what it was before,
          flat and regular.

          EXT. TIBERIUS - SEA - DAY

          Birmingham looks through his glass and finds the
          Clipper moored by the island. Jack steps up behind
          him.

                              JACK
                    What is your master plan?

                              BIRMINGHAM
                    Nothing of which concerns you. I will
                    not contemplate over battle tactics with
                    you, no matter how hopeless your
                    situation is. I possess a strong
                    familiarity with the shenanigans of a
                    pirate operation. Therefore, never underestimate
                    the cunning of their kind.

                              JACK
                    You fear my escape?

                              BIRMINGHAM
                    I fear nothing. But am weary of a hunt
                    that has brought much despair amongst my
                    crew. The tales of the Clipper are well
                    known.

          Smith hurries over to Birmingham.

                              SMITH
                    Your plan of action Lieutenant?

                              BIRMINGHAM
                    Make ready for an ambush. We will fire
                    all cannons at will and board with full
                    force when in prime location.

                              SMITH
                    Aye, sir!

          Smith runs off to relay orders to the entire ship.

                              JACK
                    You think they'll let you get in that
                    close so easily?

                              BIRMINGHAM
                    Not without help. Luckily, they must
                    deal with another ship coming up on
                    their starboard quarter.

          Birmingham points over and Jack follows his finger
          to where McDank's ship is sailing straight at the
          Clipper.

                              BIRMINGHAM
                    They are a sitting duck.

          EXT. ISLAND - DAY

          Mortico marches in front of Rebecca, being pushed
          along by Moony, and Bill, being escorted by Polo
          and Paugul. Bill drags his feet, stumbles, whines
          and acts entirely like a child on a long journey.

                              PAUGUL
                    Quit your bellyaching! Just give me one
                    reason to end it all for you and I'll do
                    it.

                              BILL
                    Isn't your sister Cleopatra, the whore
                    of...

                              PAUGUL
                    Die maggot!

          He raises his knife to strike Bill but Mortico
          steps in.

                              MORTICO
                         (smirking)
                    Let him be! He'll meet his end in due time.

          Mortico continues forward.

                              PAUGUL
                    Just one more reason and...

                              BILL
                    Shall I give it to you?

                              MOONY
                    Forget it! Haven't we all.

                              PAUGUL
                    What?

                              BILL
                    He means that it isn't just I who has
                    done wrong enough for you to build a
                    homicidal hate to. If you went around
                    killing all those that have pegged your
                    sister, then we'd all be on our backs
                    now wouldn't we!

          Paugul raises his knife again. But Mortico again
          interferes.

                              MORTICO
                    May all quarrel be put to rest. The
                    entrance lays before us. Would you be so
                    kind?

          He motions for Rebecca to read aloud the passage
          inscribed in the rock above the door. The door is
          simply an opening in the cliff face of the mountain,
          which leads to tunnels and caves.

                              REBECCA
                    Abandon all hope. Ye, who enter here.

                              MORTICO
                         (laughs)
                    Quite lost the poetic touch, hasn't he.

                              BILL
                    For goodness sakes you putrid,
                    insignificant...

          Bill can't find the words. Mortico turns around to
          face Bill with a puzzled expression on his face.
          Bill is standing slightly behind and to the right
          of Rebecca.

                              BILL
                    Sorry. But I'm in a bit of an
                    uncomfortable position here, all right.
                    On one hand I have your goons Lurch and
                    the Vulture pointing sharp and
                    potentially lethal objects rather
                    strikingly at me. Then on the other hand I
                    can see magnificently down the front of
                    Rebecca's dress.

          Rebecca turns disgusted around to Bill.

                              MOONY
                    Really?

          Moony, Paugul and Polo stretch their heads around
          to see for themselves. Rebecca crosses her arms
          over her chest.

                              MORTICO
                    Shall we enter. Or are there any other
                    moronic schemes that can be brought to
                    the minds of the intelligently declined
                    among us.
                         (pause)
                    Thank you.

          He enters the doorway to the cave followed by the
          others.

          EXT. BATTLING SHIPS - DAY

          The Tiberius is firing all cannons at will. McDank
          has gotten up close to the Clipper but his crew is
          having trouble boarding because of the defenses
          and the occasional cannon fire from the Tiberius
          that is misfired along with cannon blasts and gun
          shots from the Clipper.

                              MCDANK
                    Come on you slugs! Fight us face to
                    face! Man to man! C'mon!

                              CHAOS
                    Oh, go back to your mother's fetus you
                    impotent, pock marked, flamin',
                    offspring of a hog whose genitalia
                    marked the beginnings of religion in
                    China!

                              MCDANK
                    ARRR!

          He kicks his fellow pirate in the stomach,
          knocking him to the ground. The musket the man
          held flies up in the air and McDank catches it. He
          fires the gun, missing Chaos but hitting the man
          beside him.

          McDank then takes out his own pistol fires it at
          Chaos but hits the man on the other side of him.

          He then throws his sword towards Chaos from his
          own ship. It sails over the water misses Chaos but
          cuts a rope attached to the mast.

          The rope flies off and whips around at McDank who
          catches it and swings from it onto the Clipper. He
          picks up his sword and starts fighting the rest of
          the pirates. This allows many other pirates to
          board the Clipper as well.

          EXT. TIBERIUS - DAY

          The Tiberius is almost right up beside the Clipper
          now and Birmingham readies the men to board.

                              BIRMINGHAM
                    All hands prepare to board! I want
                    Birmington and Cottree alive! Mortico
                    will be mine.

          Jack is still handcuffed and works his way through
          the marines to Birmingham.

                              JACK
                    Mortico won't even be on there!

                              BIRMINGHAM
                    Mr. Jones, do look after Mr. Rackham
                    until my return.

                              JONES
                    Aye sir!

          Jones drags a fighting Jack back into the cabin.

                              BIRMINGHAM
                    Ready men! Board!

          Men swing onto the Clipper, others lay planks to
          charge across and the stream of men meet the
          pirates head on, brawling wildly.

          EXT. CABIN - TIBERIUS - SEA - DAY

          Jones leaves the cabin with Jack in it and locks
          it. Jack looks for a way to get his handcuffs off
          but there isn't anything. He smashes through the
          door and in doing so, knocks Jones down. He wraps
          his irons around Jones' neck.

                              JACK
                    Undo them!

          Jones shakes his head and struggles to get free.

                              JACK
                    Undo them and you can go!

          Jones eventually gives in and unlocks the irons as
          Jack releases his hold on Jones. Jones gasps for
          air and Jack picks up Jones' cutlass, dives into
          the water and swims to shore.

          EXT. CALICO CLIPPER - DAY

          McDank has given up his search for Bill on the
          Clipper and notices Jack going onto the land. He
          follows him.

          EXT. ISLAND - DAY

          Jack doesn't know where to go after the sandy
          footprints disappear into the grass and trees.
          Looking quickly for a sign he looks back to the
          sand for signs. Bombur then swoops down and rushes
          passed Jack's head.

                              JACK
                    Bombur.

          Bombur flies into the forest and Jack hurriedly
          follows him with McDank in pursuit far behind, not
          yet on the shore.

          INT. CAVES - ISLAND - DAY

          Mortico leads them through a tunnel and then turns
          left at an intersection where you may also go
          straight. As Rebecca turns the corner a decayed
          skeleton falls from somewhere up the walls of the
          tunnel and lands on her knocking her to the
          ground. She opens her eyes to see it laying on top
          of her. She screams hysterically trying to shake
          it off.

          So after listening to her for a couple of seconds
          the men get tired of it and take the skeleton off
          her. She stops screaming. Mortico points his torch
          at the opening in the wall where the skeleton fell
          from and there is a sea of skeletons. Hundreds of
          them.

                              BILL
                    Those are the poor souls from Calico's
                    crew that perished at sea. Battle or
                    disease, he always dumped them here,
                    like a proper pirate burial.

          Mortico continues forward with Rebecca coming
          quickly after him. The other four stand there
          remembering the scene.

                              MOONY
                         (chuckling)
                    Never wanted to be a rotting skeleton so much
                    in my life.

          They all chuckle.

                              BILL
                    Tell me about it.

          They catch up with Mortico and Rebecca. Shortly
          they walk into a large chamber, where the ceiling
          is high above them. Another opening is on the
          other side of the cave.

          The room is filled with treasure of all sorts. Gold
          coins, silver, gems of all shapes sizes and color,
          thousands of feet of pearls.

          A large mountain of gold is in the middle with
          other small piles of various riches everywhere
          else. There is a waterfall on the far right side
          that pours into a pool which in turn leads to a
          small water way out of the mountain and into the
          sea.

          Mortico and the other pirates are speechless.

                              BILL
                         (enthusiastically)
                    Veni! Vedi! Vici!

          Mortico turns unbelievably at him.

                              BILL
                    Just caught up in the moment.

                              MORTICO
                    You've came, you've seen, but it is I
                    who has conquered.

          Mortico walks softly towards the large pile in the
          middle. He examines the pile. Moony, Paugul and
          Polo observe some of the other piles. Bill steps
          to Rebecca.

                              BILL
                    What do you think?

                              REBECCA
                    I think that my savior is not who I
                    expected.

                              BILL
                    What are you saying?

                              REBECCA
                    It isn't you.

                              BILL
                    Course it is. I will get you out of this
                    mess. Remember the Gods? Just hold on.

          Mortico gently picks up a gold coin and looks at
          it. He then throws the piece in the air and laughs
          heartily.

          EXT. ISLAND - DAY

          Jack trudges down the path after Bombur. Bombur
          then flies into the cave. Jack glances at it
          unsurely but then enters. McDank walks onto the
          shore and begins to follow the bent grass after
          Jack.

          EXT. CALICO CLIPPER - DAY

          The marines continue to battle the pirates of the
          Clipper as well as McDank's men. Birmingham is
          fighting a pirate and knocks him away from himself
          and pauses as he sees McDank enter into the bush.
          He jumps off the ship and chases after McDank
          immediately.

          INT. BELOW DECK - CALICO CLIPPER - DAY

          Bill's crew, all locked in one large cage are
          listening closely to the battle above them. Rick
          has his head sticking out trying to look through a
          knot in one of the planks above him.

                              WILLOWS
                    What is it? What's happening?

                              RICK
                    I believe there's some kind of dispute
                    above deck, but about what, I'm not
                    sure.

                              WILLOWS
                    Well, give us the commentary.

                              RICK
                    Aright. So, there's some pirates by look
                    of'em. And some of England's finest. And
                    just maybe there is a crazed man running
                    naked.

                              WILLY
                    Crazed and naked? How do you know?

                              RICK
                    Well, I saw him.

                              WILLY
                    When?

                              RICK
                    Just now.

                              WILLY
                    Well, look again.

          Rick turns back around and looks up, as he does
          so, blood spills down through the hole and
          splatters on his face. The others split their bellies
          with laughter.

          INT. CAVE - ISLAND - DAY

          Mortico walks over to Rebecca. Bill is examining
          some of the treasure, but is closely watched by
          Moony. Mortico circles Rebecca.

                              MORTICO
                    Look at it. Look, you could have this.
                    You must only show me the love I have
                    shown you.

                              REBECCA
                    Your heart of darkness cannot have ever
                    known love, and never will, after all
                    its beats.

          Jack moves stealthily to the entrance to the
          chamber. He watches on and surveys the scene.
          Moony walks up from behind Bill and holds a his
          sword to Bill's neck.

                              REBECCA (CONT'D)
                    You have only shown me your disloyalty
                    to your fellow shipmates. And to me a
                    decrepit mercy. From me, you will find
                    only loathing.

                              MORTICO
                         (fuming)
                    Shut up! Shut up! Your blasphemy will
                    not be tolerated any longer! For all
                    that were, all that is and all that ever
                    will be, I will end the Rackham line
                    here and now!

          He grabs Rebecca by the hair and drags her down
          pulling out his knife. Jack jumps out from the
          darkness.

                              JACK
                    Mortico!

          Everyone looks up to Jack who is standing above
          everyone on a large boulder with his cutlass in
          his hand.

                              JACK
                         (warning)
                    Mortico, release her.

          Bill catches Moony in a daze and knocks Moony away
          and takes his sword.

          Mortico throws Rebecca to the ground and Jack
          charges him. They meet and engage in a sword duel.

          Bill fights off the other pirates one at a time.

          Rebecca regains her feet and hurries to help Bill.
          Moony, swordless, reaches for his gun.

          Rebecca comes behind him as he points it at Bill.
          She pulls his hair, and he screams in pain and
          turns to face her. She punches him and he falls,
          dazed, to the ground.

                                                             CUT:

          INT. CAVE - ISLAND - DAY

          Bill fighting off Paugul and Polo.

                              BILL
                    You're both superficial loonies!

                                                             CUT:

          Jack fighting Mortico.

                              JACK
                    You're the miscarriage of society!...

                                                             CUT:

          Bill again fighting Polo and Paugul.

                              BILL
                    That I will personally castrate here and
                    now with my blade!

                                                             CUT:

          Jack and Mortico.

                              JACK
                    And the spawn of the village idiot!

          Everyone stops fighting and looks over at Jack in
          disbelief.

                              BILL
                         (admiringly)
                    Cheers.

          Mortico yells in displeasure and starts another
          attack on Jack. Also, Polo and Paugul strike once
          again on Bill.

                              MORTICO
                    You'll not squirm your way out this
                    time, boy! And then your sister will be
                    under my care.

          Rebecca looks on, but then Moony grabs her around
          the waist and pulls her away. She elbows him and
          then turns and punches him square in the face and
          he falls backwards down to the ground. She then
          picks up a golden pot and knocks Paugul (about to
          stab Bill from behind) over the head with it from behind.
          Bill turns.

                              BILL
                    Thanks love!

          EXT. CAVE - ISLAND - DAY

          McDank enters the cave followed even closer by
          Birmingham.

          INT. BELOW DECK - CALICO CLIPPER - DAY

          The battle continues aboard the Clipper. Rick
          Cottree is standing beside Willows in the cell
          still with blood on his face, but most is wiped
          away.

                              WILLOWS
                    So, what do you reckons 'bout to happen
                    to ol' Billy?

                              RICK
                    I'd say we're about to get filthy rich!

          Suddenly, the ceiling caves in, which is the deck.
          Pirates fall down below the deck with the floor.
          But it opens up the opportunity for Rick and his
          accomplices escape. He looks to Willows.

                              RICK
                    Kill'em all?

                              WILLOWS
                    Right you are.

          They climb up out of the hole and up onto the deck
          in the middle of the chaotic battle. Chaos jumps
          down onto Rick. He looks down at Rick and
          recognizes him.

                              CHAOS
                    You're one of Birmington's gang, eh!

                              RICK
                    That's right.

                              CHAOS
                    The Cottree fellow!

          He raises his sword to strike Rick who is still on
          his knees but Willows swings over and knocks Chaos
          clear off the ship and into the water. Willows
          pulls Rick up from the deck and they're both
          laughing.

                              WILLOWS
                    C'mon then!

          They charge into the fray again fighting all
          pirates (Mortico's and McDank's) and the Royal
          Navy marines. The rest of Bill's crew continue
          with enthusiasm.

          EXT. WATER - ISLAND - DAY

          Chaos splashing around in the water, yelling and
          screaming.

                              CHAOS
                    I can't swim! I can't swim!

          He pauses as he notices the fin of a shark circle
          him. He screams in comedic terror.

          INT. CAVE - ISLAND - DAY

          Bill is now fighting Moony one-on-one. Rebecca is
          backing slowly up the mountain of riches and in
          front of her is Polo and Paugul who inch closer
          and closer to her menacingly.

          Rebecca holds in her hand a short golden staff
          which she waves at Polo and Paugul in warning to
          come no closer. Polo lunges at her but she swings
          the staff striking him across the face with enough
          force to send him flying off the mountain to the
          ground unconscious and toothless.

          But Paugul lunges at her as she is off balance and
          knocks her down. She drops the staff and backs up
          closer to the top of the treasure using her hands,
          Paugul follows slowly.

                              PAUGUL
                    Too much trouble you've caused me. The
                    number of times I washed the deck
                    because you got yourself locked up in
                    the brig.

                              REBECCA
                    The entire ship's a brig genius.

                              PAUGUL
                    Vengeance is succulent. And now I get
                    mine... and you... yours.

          He raises his sword to strike.

                              REBECCA
                    Bill!

          A gun shot goes off and Paugul is hit by the
          bullet in the back and falls down rolling down the
          pile of treasure. Rebecca looks around but no one
          fired the shot, all had their swords out.

                              BILL
                    What was that?

                              MOONY
                    Gunfire Billy!

                              BILL
                    Oh shut up! Where did it come from?

                              MOONY
                    Forget it. Shall we continue?

                              BILL
                    Gladly.

          He lunches at Moony but his blow is blocked and
          they continue fighting. Rebecca looks at all
          entrances to the cave but sees nothing.

          INT. CAVE TUNNEL - ISLAND - DAY

          Birmingham's face that is half in the light at one
          of the entrances. As Rebecca looks toward him he
          steps back into the darkness and stands watching
          the battle continue.

          McDank lurks in the darkness behind Birmingham but
          doesn't see him because of the complete darkness.
          McDank lets out a battle cry and charges forward,
          sword drawn into the cave.

          As he reaches the entranceway where Birmingham is
          Birmingham sticks out his foot and McDank tumbles
          over it into the cave onto his back.

          Everyone in the cave looks over to him. He gets to
          his feet and looks back into the entrance but
          can't see Birmingham.

                              MCDANK
                    Billy!

          Bill looks up and around in confusion, not knowing
          who called him and then realizing the voice.

                              BILL
                    Et tu Brute!

          He turns around to face McDank.

                              MCDANK
                    It was you! You stole my ship!

                              BILL
                    You stole my ship, after performing the
                    act of mutiny on me! You're lucky all I
                    did was rub you down with poison ivy! I
                    should have cauterized your eyes!

                                                             CUT:

                              MORTICO
                    Who in the Hell is this now?

                              JACK
                    Does it matter? Your tango is with me.

                              MORTICO
                    Then lets dance.

          They continue to parry.

                                                             CUT:

          INT. CAVE - ISLAND - DAY

          McDank runs over to Bill who knocks Moony down and
          then turns to fight McDank. As Moony gets up
          Rebecca walks up behind him and grabs him by the
          hair.

          He turns around in pain to face her, she smacks
          him hard across the face and stumbles backwards
          bending over in pain and holding his hand up to
          his face. He regains his balance and turns to
          straighten up.

                              MOONY
                    You filthy, mangy, bit...

          As he gets to full height and looks at her he sees
          her just in time for her to swing the staff at
          him, hitting him in the face. He falls unconscious
          to the ground. Sprawled out over a rock.

                              REBECCA
                    Unfortunate words bring about
                    unfortunate amercement.

                              BILL
                         (to Rebecca)
                    And unfortunately he was smitten down for
                    his unfortunate lack of respect toward
                    the fortunately fair lady. That wasn't
                    Shakespeare, I made it up myself. I
                    should be a writer.

                              MCDANK
                         (confused)
                    Shut up Billy!

          They parry. Rebecca picks up Moony's sword and
          surprisingly wields it masterfully against Polo,
          who looks shocked.

                              REBECCA
                    You didn't actually believe that I'd
                    learned nothing after ten years aboard
                    your ship.

          Bill and McDank parry more.

                              BILL
                    Your putrid boils make you look as
                    though something out of a lizards den.

                              MCDANK
                    But as lizards have but scales, then
                    boils would relate me only to your own
                    mother.

                              BILL
                    Quite true, but for the fact that my
                    mother was the same woman that slapped
                    you raw and turned you into a eunuch!

          They continue to parry, with Bill slightly
          winning. They lock swords, then Bill bitch-slaps
          him. He taunts some more.

                              BILL
                    Now come on, you pansy!

                                                             CUT:

          Jack fending off Mortico.

                              MORTICO
                    You've gotten yourself in too deep now
                    Jack my boy. Here you will find only
                    death.

                              JACK
                    I will find your death as you lay
                    breathless and cold upon your backside.

                              MORTICO
                    As I'm already cold and breathless it
                    seems you have but to knock me down and
                    I shan't move again, mm?

                              JACK
                    I will take your soul in my left hand
                    and drown it in the sun for darkness
                    such as you cannot regress in the light
                    of day!

                              MORTICO
                    I'm not a monster Jack. I'm like to your
                    grandfather as you are to your sister.
                    I've done nothing your own bloodline
                    would not.

                              JACK
                    My father wouldn't.

                              MORTICO
                    And now you will? I spit upon your
                    impudence and mock your impotence. When
                    you've fallen into memory I will not
                    dare ease your sister's passing.

          Mortico slashes more violently at Jack who
          continues to block the blows but does so with more
          difficulty.

                                                            CUT:

          Rebecca fights off Polo.

                              POLO
                    You're the village whore, infested with
                    syphilis.

                              REBECCA
                    And as I loot, pillage, and plunder my
                    power will strike down those who oppose
                    me while my stomach belches forth
                    offspring of fire.
                         (disgusted)
                    Quit breathing through your mouth!

          They parry and then Polo knocks the sword out of
          her hand. She grabs him by the head, bends him
          toward her and knees him in the head sending him
          backwards, unconscious into the stream.

                              REBECCA
                         (annoyed)
                    Noxious troglodyte.

                              BILL
                    Ha, ha! Touché my love!

                                                             CUT:

          Bill fighting McDank without swords.

                                                             CUT:

          Jack and Mortico exchanging blows.

                                                             CUT:

          Bill and McDank. Bill thumps him over the head
          repeatedly with his fist until McDank is battered
          and on the ground. He looks up smiling.

                              BILL
                         (announcing to Rebecca)
                    My opponent is slain, the battle is won!
                    I hope that uncharacteristic display of
                    brutality did not startle you. Now come
                    and kiss me in this moment of climactic
                    solemnity!

          He turns back to look at her but she is watching
          intently on the Jack's battle with Mortico.

                              BILL
                    Oh.

                                                             CUT:

          Jack and Mortico exchange offensive swings.

          EXT. CALICO CLIPPER - DAY

          Mortico's men have lost everything and are now
          jumping overboard and swimming to shore along with
          McDank's men. Willows and Rick lead a charge
          against the marines who eventually fall back to
          their own ship. Silence aboard the Clipper.

                              WILLOWS
                    The Calico Clipper has finally been
                    liberated!

          The men cheer.

          EXT. TIBERIUS - DAY

          Smith looks out, disappointed at the loss. The
          Clipper begins sailing away around the island.
          Jones steps up.

                              JONES
                    What now Lieutenant?

                              SMITH
                         (looking around)
                    We will go ashore. Round up as many of
                    them as you can.

                              JONES
                    Aye sir!

          He hurries away.

          INT. CAVE - ISLAND - DAY

          Jack and Mortico fighting still. They lock blades
          and Mortico elbows Jack in the face, knocking him
          back and he lands on a rock dropping his sword.
          Mortico steps closer, slowly.

                              MORTICO
                    Here ends, the Calico Jack legacy.

          He takes a huge swing at Jack with his sword but
          Jack dodges out of the way and rolls over picking
          up his own sword. They continue to parry.

                              JACK
                    I cannot lose Mortico! As life lead me
                    to my sister, I followed death to find
                    you. And perish you shall.

                              MORTICO
                    Followed death did ye? Perhaps your own.

          They parry, but no longer is Jack losing. Jack
          fights off Mortico and knocks him to his knees and
          he loses his sword.

          Mortico, defenseless looks up at Jack in hatred
          but as though waiting for the final blow, without
          attempting to stop it.

          Jack points his sword at his throat.

          Then raises it back.

          He glimpses Rebecca looking at him, waiting.

          Mortico seizes the opportunity to stand and pull
          out a dagger.

          Then a gunshot fires off hitting Mortico in the
          heart.

          Jack looks back, and Bill has his gun out, still
          with smoke coming from the barrel. He turns back
          to Mortico.

          Mortico tries to grip his dagger more firmly then
          raises it again, as he does so his eyes widen in
          fear and he drops the dagger as he looks up to the
          rocky ceiling and points to it with his now empty
          hand.

          He gurgles out a word:

                              MORTICO
                    Hell.

          And then falls backwards, dead, into the water.
          Jack, Bill, and Rebecca watch as his body floats
          by them all and down the cave's stream. Jack and
          Rebecca embrace. Then he shakes hands with Bill.

                              BILL
                    Veni vidi veci.

          They laugh.

                              BILL
                    Lesson 5. When you get a man in the
                    position to kill; don't procrastinate.
                    You really don't have the intestinal
                    fortitude to be a pirate.

                              JACK
                    Wait, what about lesson four?

                              BILL
                    Good God, have I not told you what to do
                    when you find yourself on an island
                    surrounded by man-eating marsupials?

          Jack shakes his head no. Bill sighs.

                              BILL
                    Then don't worry about it, just stick
                    with me. Now let's go about carting this
                    stuff out. Shall we.

          He walks behind the treasure searching for
          valuables.

                              REBECCA
                    I cannot tell you how grateful I am. Oh,
                    how I've missed you.

          Before he can say anything, Birmingham rushes into
          the cave with sword and gun in hand.

                              BIRMINGHAM
                    Do not move Rackham! Where is
                    Birmington?

                              JACK
                    He's gone.

          Birmingham searches the area quickly but sees no
          sign of Bill.

                              BIRMINGHAM
                    No matter. We will find him. Now
                    Rackham, do not be foolish and we'll
                    join the return party shall we. The
                    Governor can not wait to hear your
                    silly, stuttering statements of
                    absolution before you are hanged.

                              JACK
                    I'm sure he can't.

          Birmingham then turns to Rebecca and bows
          slightly.

                              BIRMINGHAM
                    My lady, I must say that your beauty
                    startles me. And as I have saved you
                    from your undoubted peril, I ask now
                    that you come back with me and step once
                    again into modern civilization.

          Rebecca surveys the situation, glancing at Jack
          and then firmly makes up her mind.

                              REBECCA
                    I accept your generous and kindly act of
                    commiseration.

          Birmingham takes her arm and escorts her out of
          the cave behind Jack.

          EXT. ISLAND - DAY

          Mortico's dead body flows with the current down a
          stream. It comes into the sunlight and passes just
          in front of his own men who watch with fear as he
          floats into the waves from the sea. Jones and the
          marines step behind them.

                              JONES
                    Do not move. Drop your weapons.

          The pirates drop all weapons.

          EXT. BEACH - ISLAND - DAY

          Birmingham, Rebecca, and Jack step back out onto
          the beach where Smith is awaiting them, dirty and
          wounded not too badly in the shoulder. Only the
          Tiberius is left on the sea. McDank's ship is
          almost entirely under water. The pirates are being
          rowed onto the Tiberius. The Clipper is gone.

                              SMITH
                    Sir, they forced us back and then took
                    off with the Clipper. We do however have
                    many prisoners.

                              BIRMINGHAM
                    Indeed. Mr. Smith fetch some irons for
                    Mr. Rackham here. We will search the
                    island for Mr. Birmington, then seal the
                    cave.

                              JACK
                    Do you really think he will linger?

                              BIRMINGHAM
                    I think he will be left here and
                    forgotten.
                         (to Smith)
                    We will then return with cargo ships to
                    remove and transport all the riches back to
                    the Governor.
                         (to Rebecca)
                    This way my lady.
          WIDE SHOT OF:

          Birmingham escorts Rebecca onto a longboat and
          leaves Jack there to be handcuffed by Smith.

                                                     DISSOLVE TO:

          INT. JACK'S BEDROOM - ISLAND - DAWN

          Jack is sleeping still. A sword blade rests on his
          throat, he wakes up quickly.

                              BILL (O.S.)
                    You're not dead yet?

                              JACK
                    Bill.

          He climbs out of bed and Bill sheaths his sword,
          obviously pleased to see Jack again and hoping in
          return that Jack is just as pleased to see him.

                              BILL
                    Hello, hello.

                              JACK
                    Good to see you. How's Rick?

                              BILL
                    Cottree? His self-esteem has never been
                    lower. Lord knows he could use a hug.

          Jack smiles and crawls out of his bed.

                              JACK
                    What are you doing here?

                              BILL
                    I've come for my love.
                         (mumbling as an afterthought,
                         as to not sound too enthusiastic.)
                    Also, you know, the Clipper won't be
                    satisfied until Calico's truly back.

                              JACK
                    I can't Bill. I am here now. For good.

                              BILL
                    For good? You should be blowing in the
                    wind by the gallows. What happened?

                              JACK
                    Rebecca. On the way back she mentioned
                    to Birmingham I was her brother. They're
                    getting married in a week. That's all
                    that's keeping me alive.

                              BILL
                    Married? You've seen her? Spoken to her?
                    Your sister?

                              JACK
                    Yes. But she's not happy. She's doing it
                    for me.

                              BILL
                    Has she mentioned me? Spoken in concern
                    of my physical well-being?

                              JACK
                    You've been a topic of conversation
                    before.

                              BILL
                    Well that settles it! We're getting
                    Rebecca immediately and you're coming
                    too.

                              JACK
                    Bill you're mad. I'm being watched
                    everywhere I go, all the time.

                              BILL
                    Not now.

                              JACK
                    I can't.

                              BILL
                    Well I'm going to go get her. You come
                    along if you want. If you don't, I'm
                    pilfering all your belongings.

          They laugh. Jack thinks hard.

                              JACK
                    Bill. You're head is a very high price
                    right now you know. Birmingham wasn't
                    too pleased to get back to the island to
                    find the caves empty.

                              BILL
                    I suppose getting you and Rebecca out of
                    here will bump up the price a bit eh.
                    Come on! Have I not yet taught you
                    lesson one?

                              JACK
                    Yes, it was about fighting with insults.

                              BILL
                    That's really lesson seven. I bumped it
                    up to save time, figured you needed the
                    crash course. Lesson one is always,
                    always, take an opportunity when it
                    smacks you in the face a second time.

          Jack considers the advice.

                              JACK
                    All right. We have to be quiet about it.

                              BILL
                    Come on, it's me. Just get your Things.

          Bill turns and knocks over a candle holder. He
          catches it, turns and smiles reassuringly at Jack
          you gives a look of warning.

          When Bill brings his head back around and tries to
          set it back up he fumbles it and it crashes to the
          floor.

          Birmingham marches up the stairs followed by about
          twenty other marines.

                              BIRMINGHAM
                    My goodness Rackham you really are that
                    stupid. Congregating with a pirate and
                    known criminal. Your dear sister cannot
                    get you out this time I'm afraid. Or
                    perhaps that is not fear I feel but
                    instead the serene glee of a long...

                              BILL
                    Good day Lieutenant.

                              BIRMINGHAM
                    Captain.

          He steps forward and handcuffs Bill.

                              BILL
                    Ooh. A promotion. One of us is just
                    shooting up the chain of command, aren't
                    we.

          Birmingham turns back to his men. As soon as he
          does Bill immediately struggles to get the irons
          off.

                              BIRMINGHAM
                    Lock Birmington up. Escort Mr. Rackham
                    to face the Governor right away. I don't
                    care if he's taking a bath or trying on
                    his wife's bloomers.

          Bill has already got the handcuffs off. He brings
          his hands on either side of Birmingham's head and
          claps him on the temples.

          Birmingham goes limp and falls to the ground. Bill
          then turns and runs to the open window jumping out
          of it. The marines too stunned to move look
          unbelievably at the room in front of them.

          Jack glances at them and they look back at him. He
          then runs at the window and jumps out of it too.
          The marines look around at each other.

                              SMITH
                    Go get them!

          The marines yell and take off in all direction
          after Bill and Jack. They run through the street
          chased closely by the marines. Bill topples over a
          table of watermelons and then kicks out a beam
          supporting a roof.

          Some marines trip over rolling watermelons and the
          supported roof tumbles down. Jack grabs a rope
          hanging from a building and climbs it quickly.

                              JACK
                    Up here!

          Bill follows up onto the roof. A couple of marines
          fire off their muskets but none hit their target.
          They jump down behind the gate of the Governor's
          mansion, and hurry up the lane way.

          Bill hoists Jack up onto a ledge of the mansion.
          He then pulls himself up to a window on the second
          floor.

          He knocks on the window, Rebecca turns, surprised
          to see him, at the window. She opens it, wearing a
          woman's civilian clothes.

                              REBECCA
                    They will let you in the front door you
                    know. What are you doing?

                              JACK
                    Bill's here. We're leaving. Now!

                              REBECCA
                    What?

                              JACK
                    Just come on!

                              REBECCA
                         (smiling)
                    So, he is my savior after all.

          EXT. GOVERNOR'S MANSION - TOWN - DAY

          Bill hides behind a bush as three marines run by
          him and then continue on their way. He pokes his
          head out and then sees Jack and Rebecca coming out
          the front door.

                              REBECCA
                         (to O.S. butler)
                    Yes good morning to you too.

          She shuts the door. Bill hurries over.

                              JACK
                    Let's go!

          They run a bit and then stop at the edge of the
          alleyway and get close to the building. Bill peeks
          around the corner and sees five marines run
          through square searching.

          When they move on he motions for them to follow. As
          they come out of the alley. A marine turns right
          into them, and he then looks at Bill.

                              MARINE
                    Hey!...

          Bill punches him in the face and he collapses on
          the ground. Then a gunshot goes off and the bullet
          fires into Bill's hat, who jumps madly in reaction
          to the shot and grabbing his hat to be sure it is
          still on. The marine is on the other side of the
          square.

                              BILL
                         (to marine)
                    Be careful son!

          The marine fumbles with reloading his weapon. The
          three take off through the square as a couple more
          marines fire at them but miss.

          They run by the docks and follow Bill down the
          beach out to the bay's point where he stops in
          front of some rope on the ground that goes out
          into the water. The Clipper is bobbing about 300
          yards out.

                              BILL
                    Grab a line! Don't let go!

          The three each grab a rope.

          EXT. CALICO CLIPPER - ISLAND - DAY

          Rick and Willows watch the shore aboard the
          Clipper.

                              WILLOWS
                    They got'em! Pull!

          There are five men to a rope and they all pull.

          EXT. ISLAND'S SHORE - DAY

          Bill, Rebecca, and Jack are pulled into the water
          towards the Clipper.

          EXT. TIBERIUS - TOWN'S DOCKS - DAY

          Smith steps up onto the Tiberius, moored by the
          dock with sail in. He yells to the men on the
          docks with muskets in hand.

                              SMITH
                    Fire!

          He then turns to the men aboard the ship.

                              SMITH
                    Cannon Fire!

          The cannons fire off.

          EXT. CALICO CLIPPER - ISLAND - DAY

          Rebecca, Bill, and Jack get pulled closer as
          cannons and bullets hit the water around them and
          the ship, exploding water high in the air. The
          Clipper has begun to sail away. Rebecca, Bill, and
          Jack get pulled aboard.

          EXT. TIBERIUS - TOWN'S DOCKS - DAY

          Smith stares out at the escaping ship. He finally
          realizes defeat.

                              SMITH
                    Cease fire! And Jones, find the captain,
                    tell him, that they escaped.

          Jones runs off. Smith tears off his hat and throws
          it to the ground.
          WIDE SHOT OF:

          The Calico Clipper sailing away. Bombur flies
          above the ship.

          EXT. CALICO CLIPPER - SEA - DAY

          Bill, Rebecca, and Jack getting to their feet as
          the crew throw cloaks over them to dry off. Jack
          hugs Rick.

                              RICK
                    How are ya Jack me boy?

                              JACK
                    Great to see you again Rick!

          He turns back to Rebecca.

                              JACK
                    Rebecca. I'd like you to meet the man
                    that took me in. Rick Cottree.

          She smiles, as though to laugh, but seeing that
          neither of them thought anything funny, she smiles
          kindly rather than about to laugh.

                              REBECCA
                    Good to meet you.

                              RICK
                    Ma'am.

          Rebecca walks over to Bill who is steering the
          ship.

                              REBECCA
                    Could you think of no better way of
                    getting us to the ship.

                              BILL
                    Nothing's ever good enough for you is
                    it.

          She smiles and moves beside him. He puts his arm
          around her.

                              BILL
                         (sighing)
                    Oh, Cleopatra.

          She glances up at him seriously.

                              REBECCA
                    What?

                              BILL
                    Mmm?

                              REBECCA
                    Mmm?

                              BILL
                    What?

                              REBECCA
                         (accusatorily )
                    You called me Cleopatra.

                              BILL
                         (thinking fast)
                    I did? Oh, well, um. Jack told me that
                    was your middle name.

                              REBECCA
                    No, it isn't. It's Gruoch.

                              BILL
                         (disgusted)
                    Good God woman! You're not going to kill yourself
                    are you?

                              REBECCA
                    No, why?

                              BILL
                    Never mind.

          He keeps his arm around her, as Jack steps up in
          front of him and gives him a look.

                              JACK
                    So, what next?

                              BILL
                    I'll figure it out. Oh, I would like you
                    to meet a good pal of mine... Cat-Hair
                    Camelot.

          He points his hand to Jack's right side. Jack
          looks over to his right and beside him is a man
          covered in thick hair like a calico cat's. He jumps,
          shocked. The man smiles at him, obviously missing
          teeth.

                              JACK
                    Pleasure.

                              BILL
                    Calico, Cat-Hair Camelot! Ironic huh?

                              JACK
                    Very.

          Camelot walks away to the deck.

                              JACK
                    Everything is again right in the
                    universe?

                              BILL
                    Mortico got his comeuppance. You got
                    yours. Simple matter of karma.

          Bill takes in the fresh sea air in a deep breath,
          looking to his beautiful woman under his arm and
          says to Jack:

                              BILL
                    What say you Caligula Jack? Shall we
                    sail into oblivion?

                              JACK
                    No. Rather, to eternity.

                              BILL
                         (smiles)
                    Aye.

          Jack turns around to face the bow of the ship. He
          then realizes he has just been called 'Caligula.'

                                                             CUT:

          EXT. CALICO CLIPPER - SEA - DAY

          Rick Cottree sits on a barrel in the middle of the
          deck as other pirates move around the deck busily.
          He seems to be thinking hard and counting on his
          fingers.

                              RICK
                         (under his breath)
                    Rick Cottree. Rick, cot and tree.

          He smiles in absolute glee at his own cleverness
          and dawning epiphany and then stands abruptly,
          pumping an arm in the air.

                              RICK
                    HA! I get it!

          END AND CREDITS.