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               INT. BEY FAMILY HOME OVERBROOK, PHILADELPHIA - MORNING

               MRS. BEY, an attractive island women of medium olive
               complexion, far younger than her forty years, is in the
               kitchen preparing lunches for her boys.  Her hair is in locks 
               and she is inundated with curves. She is a nurse, mother and
               wife all with equal aplomb.   MR. BEY, a handsome brown skin
               brother in his late forties with a burly frame and African
               features walks in adjusting his police uniform.

                                   MR. BEY
                         Honey, I'm running late, no time
                         for breakfast.

                                   MRS. BEY
                         Do you see me making breakfast?  
                             (loudly)
                         Guy bring me that permission slip.

               Mr. Bey pours some coffee into his travel mug as ten year old
               Young GUY shuffles into the kitchen with a crumpled
               permission slip, wearing his father's police cap.

                                   GUY
                         Can't I go to work with you dad?

                                   MRS. BEY
                         You know you have school.

                                   GUY
                         School is boring.  I wanna go get
                         the bad guys.

                                   MR. BEY
                         How about I pick you up in the
                         squad car after school, and you can
                         run the siren.

                                   GUY
                         Yea!

                                   MRS. BEY
                         But only if that report card looks
                         better.

               Young JON, sixteen, bespeckled and scholarly bounds into the
               kitchen and slaps his brother in the back of the head.

                                   JON        
                         Yeah you need to get A's like me.

               Jon grabs his paper bag lunch, kisses his mother and heads
               for the back door.

                                   MRS. BEY
                         What about breakfast?

                                   JON
                         I gotta pick up my trumpet from
                         Steve's, and then I got Jazz band.

               Mr. Bey takes his cap from young Guy and kisses his wife. 

                                   MR. BEY
                         You boys too old to hug your old
                         dad?

               Guy hugs his father.

                                   JON
                         Whatever dad.  You stick to huggin'
                         mom.

                                   MR. BEY
                         Watch yourself.



               INT. MASTERMANN HIGH SCHOOL - DAY

               The fifty piece high school orchestra is set up in the
               practice room. Young Jon is first chair trumpet.  Mr. Nelson
               walks in.

                                   MR. NELSON
                         Only two weeks til Districts.

               Young SOPHIA is first chair violin, front and center.  Jon
               peeks at Sophia who is candy-coated sunshine and imprinted in
               young Jon's mind like the princess she is.  



               INT. MASTERMANN HIGH SCHOOL - CONTINUOUS

               Young Jon is walking down the hall with his buddies RICK and
               MIKE as they approach young Sophia who is fussing with her
               locker.

                                   RICK
                         There goes your girlfriend.

                                   JON
                         Shut up.

                                   MIKE
                         Ask her to the dance.

               They approach young Sophia. Sophia turns.

                                   SOPHIA
                         Wait for me Jon.  We're going to
                         the same class.



               INT. MASTERMANN HIGH SCHOOL - CONTINUOUS

               Young Jon is seated behind young Sophia in honors chemistry. 
               The teacher, MR. HAMILTON, is droning on.

                                   MR. HAMILTON
                         Notably in species where the female
                         is the aggressor you will often
                         notice that the male is left to his
                         own demise and often put in an
                         inadmirable position where he is
                         thus forced to ascertain whether
                         this endeavor is worth the
                         pessitude from which an emanate
                         domain might occur.

               Jon passes Sophia a note.  She reads it, covers her mouth and
               lets out a soft giggle.



               EXT. PHILADELPHIA STREETS - DAY

               Mr. Bey is riding shotgun in an unmarked patrol car, followed
               by three black and whites, as they whisk silently through
               north Philadelphia.  

                                   MR. BEY
                             (sings)
                         I believe I can fly.

               They approach a mobile command unit at Twenty Ninth Street
               and Diamond Avenue and stop. 

               Police in vests and combat gear traverse the scene as they
               block off a six block radius with wooden police barriers and
               patrol cars.  

               Mr. Bey, rifle in hand, hustles toward the command center
               where SERGEANT LOWE is staring at a map of the neighborhood. 
               A police helicopter buzzes overhead.

                                   SERGEANT LOWE
                         We got the JBM's on Gordon trying
                         to talk 'em out.  Hang back.

               Automatic gunfire rings in the background.

                                   MR. BEY 
                         Doesn't sound like they want to
                         talk.

               Mr. Bey takes off towards the sound of the gunfire.  

               Police assume tactical positions.  

               Gunshots increase in alacrity.  Mr. Bey takes cover behind a
               parked car next to OFFICER BROWN.

                                   OFFICER BROWN
                         You hear that HK?

                                   MR. BEY
                         Man those thing's are eight gee's a
                         pop.

                                   OFFICER BROWN
                         They don't have to get their budget
                         approved by city council.

               Members of The Junior Black Mafia, a ruthless drug gang are
               engaged in a shoot out with the Philadelphia Police, and they
               have much heavier firepower than anticipated.  

               Mr. Bey rises to take a shot.  Officer Brown crawls to the
               other end and into the onslaught. Mr. Bey sees a body flash
               through the back alley to his right and takes off in that
               direction.

                                   MR. BEY
                         Cover me!



               EXT. JBM DRUG HOUSE - CONTINUOUS

               CHARLIE CHAMBERS is escaping out the back door and down the
               back alley with two German Shepherds in pursuit.  He is soul
               singer smooth and head of the Junior Black Mafia.  He turns
               and caps the dogs who let out a whimper in defeat. 

                                   CHARLIE CHAMBERS
                         It's gonna take more than some
                         bitch ass dogs.

               He hops a fence and runs through the breeze way between two
               houses, dodges across the Thirty Third Street traffic and 
               disappears into Fairmount Park. Mr. Bey is closing in fifty
               yards back. 

                                   MR. BEY
                         I'm sick of chasin' people.

               Mr. Bey fires at Charlie Chambers.  Charlie Chambers breaks
               into the clear beside Kelly Drive and runs toward the
               Strawberry Bridge.  Two other assailants have emerged from
               the trees a few yards away.  Mr. Bey continues the chase
               across the bridge.  Two police cars have assumed the pursuit
               and screech to a stop as officers jump out. 

                                   COP
                         Drop your weapons.  Now!

               One JBM member turns to fire on the cop cars and slumps to
               the ground as he is hit by police fire.  Mr. Bey fires.  

                                   MR. BEY
                         Tough guy.

               Charlie Chambers barely feels the hit as adrenaline fuels his
               escape. The lone JBM member continues to fire his automatic
               and clips Mr. Bey multiple times, catapulting him over the
               bridge from the impact of the armor-piercing bullets.  

               The JBM member is shot to death by the police.  



               INT. CHAMBERS RESIDENCE, WYNNFIELD, PHILADELPHIA - MOMENTS
               LATER

               Young Sophia is dawdling at the piano when she hears her
               father, Charlie Chambers come in the back door.  Sophia gets
               up to search out her father.  She walks down the hall toward
               the sound of running water emanating from the bathroom.

                                   SOPHIA
                         I thought you weren't going to be
                         home until late.

               Charlie Chambers busts out of the bathroom with his arm
               freshly bandaged and fire in his eyes.

                                   SOPHIA (cont'd)
                             (excitedly)
                         Dad!  What happened?  Are you okay?

               Charlie Chambers walks towards his study as Sophia follows.

                                   CHARLIE CHAMBERS
                         I'm fine honey.  Capitalists don't
                         like when you play their game
                         better than them.  

               Charlie Chambers goes to the safe in his study behind a
               picture of his native Jamaica and begins stuffing stacks of
               cash into a small duffel bag.

                                   SOPHIA
                         What are you talking about?  Where
                         are you going?

                                   CHARLIE CHAMBERS
                         Honey I can't explain now, but I
                         promise everything is fine.  When
                         your mother comes home tell her I
                         love her and to use the new account
                         only.

               Charlie Chambers embraces his daughter.

                                   SOPHIA
                         Dad...

                                   CHARLIE CHAMBERS
                         Remember you can do whatever you
                         want in this life.  Now be strong
                         for daddy and hang out in your room
                         for now.

               Charlie Chambers pries his daughter away, kisses her
               forehead.  Young Sophia drifts away. Charlie Chambers reaches
               into his safe and snatches a Desert Eagle hand cannon. 
               Sirens wail in the distance.



               EXT. CEMETARY - DAY

               Mr. Bey is receiving a police funeral with full regalia.  His
               coffin is draped with an American flag and the police band is
               playing 'Taps' as the drill team fires a gun salute. Sergeant
               Lowe watches as two officers fold the flag and then present
               it to him.  Mr. Bey's partner, CHIEF,41, takes the flag and
               presents it to Mrs. Bey.  

                                   CHIEF
                         He was one of our finest and will
                         always be with us in spirit.  If
                         you need anything at all...

               Mrs. Bey nods her head, accepts the flag and sheds a gentle
               tear.  Young Jon and Young Guy walk up to the coffin, and
               each place a flower.  Young Jon puts his arm around young
               Guy.

                                   GUY
                         We'll get the bad guys for you
                         dad... won't we Jon.

               Silence.  Chief walks up behind the boys and puts an arm
               around each.

                                   GUY (cont'd)
                         We will right?

                                   JON
                         Yeah we will.

                                   GUY
                         Promise.

                                   JON
                         Promise.



               I/E. JON'S UNMARKED SQUAD CAR - DAY

               Jon, now in his thirties is parked on a stakeout in North
               Philadelphia at Broad street and Diamond Avenue.  He observes
               as a dealer makes a drug sale to a couple of high school
               kids.

                                   JON
                             (into police radio)
                         Do you see this guy?  They can't be
                         more than tenth eleventh grade. 

                                   GUY (V.O.)
                         He's worthless.  We need the
                         supplier of the supplier of the
                         supplier.

                                   JON
                         Well we have to start somewhere.  

                                   GUY (V.O.)
                         I'm going to make a buy.

                                   JON
                         This sure isn't the same Philly we
                         grew up in. I remember the only
                         drugs we did was some Tylenol for
                         all the bumps and bruises.  Now
                         kids are fat, lazy, playin' video
                         games all day.  They don't even
                         have to take gym in school anymore.

                                   GUY
                         If you don't mind.

               Guy, now in his twenties, is walking down Diamond Avenue
               toward the dealer. Jon observes as Guy walks up to the dealer
               and engages him in conversation then makes a purchase.  



               EXT. NORTH PHILADELPHIA - CONTINUOUS

               Jon is chasing a SUSPECT down a side street.  Guy drives past
               and stops his car at the end of the block to join the chase
               on foot with police radio in hand.  

                                   GUY
                             (into radio)
                         Jon, wait for back up.

               Suspect sees Guy and cuts through a lot in between two
               abandoned houses.  Jon heads for the next block, and as he
               gets to the next corner, he sees Suspect run into an
               abandoned house.  Jon follows him into the house.  



               INT. ABANDONED HOUSE - CONTINUOUS

               Suspect is running up the stairs and runs into the bathroom. 
               He opens the bathroom window as he hears Jon enter the house.
               He jumps out of the window to the kitchen roof and runs to
               the adjacent roof.  Loud music is emanating from this house,
               and Suspect drops to the ground and rushes through the
               kitchen door.



               INT. DRUG HOUSE - CONTINUOUS

               Suspect has just entered a drop house which is being held
               down by a trio of Jamaicans.  They are startled by his
               intrusion.

                                   JAMAICAN 
                         What the blood clot?  What are you
                         doin' here boy.

                                   DEALER
                         The cops are on my ass.

                                   JAMAICAN
                         And you came here?

               The Jamaican reaches into his waist and pulls out a Sig Hauer
               hand gun and kills Suspect.  The two other Jamaican's raze
               the stash of guns in the closet.  They throw bricks of
               marijuana into duffle bags.  The Jamaican heads toward the
               back door and fires just as Jon is peaking his head around
               the corner.  Sirens wail.  The Jamaican fires again and the
               kitchen window shatters.  



               INT. DRUG HOUSE - CONTINUOUS

               Guy enters through the front door just as the two Jamaicans
               are making their exit.  

                                   JAMAICAN TWO
                         Bumba clot.

               Jamaican Two tries to fire, but the cumbersome duffel bag
               slows his draw.  Guy takes out both Jamaicans and continues
               through the house. As he gets to the kitchen, he sees the
               Jamaican peering out the window.

                                   GUY 
                         Drop it Rude Boy.

               The Jamaican spins to fire.  Too late.  Guy burns the
               Jamaican and runs out the back of the house.  There he sees
               Jon laid out.

                                   GUY (cont'd)
                         Oh shit.  Jon!  Jon!

               Guy rushes toward Jon.  Jon weakly grabs at his bullet proof
               vest.

                                   JON
                             (weakly)
                         Good thing I sprung for the full
                         extras package.

                                   GUY
                         Are you alright?

                                   JON
                         No.

               Blood begins seeping through Jon's pants leg.



               INT. TEMPLE HOSPITAL - DAY

               Jon, a bit disheveled, is hobbling out of his doctor's office
               on crutches. Chief waits on a nearby bench with a trumpet
               case on his lap and gets up as he sees Jon.

                                   JON
                         Doc said everything looks good. 
                         What you got there?

                                   CHIEF
                         I was cleaning the basement.  I
                         think this belongs to you.

                                   JON
                         Is that my old trumpet.

                                   CHIEF
                         Yeah you used to be pretty good.  I
                         thought you might get bored with
                         all the time off.  Maybe you could
                         play that instead of drinking.

                                   JON
                         Me?  I don't drink that much.



               INT. IRISH PUB - LATER

               Jon is seated at a nearly empty bar with several empty shot
               glasses in front of him.  The bartender is talking to two
               female patrons at the other end.

                                   BARTENDER
                         You alright down there Jonny boy?

                                   JON
                         Don't worry about me.  I'm just
                         gonna stumble home now.

                                   BARTENDER
                         How about I call you a cab?

                                   JON
                         Good idea.  Another round while we
                         wait.  What are you ladies
                         drinking?

                                   PATRON
                         Whatever you're buying.

                                   JON
                         Three seven and sevens. 

               The two female patrons walk down to join Jon.

                                   JON (cont'd)
                         Did you ladies want to share a cab?



               INT. JON'S LOFT - EVENING

               Jon is in bed with the two female patrons.

                                   JON
                         Okay ladies let the games begin.

               Jon and the ladies begin a sexual excursion.



               INT. JON'S LOFT - MORNING

               Jon awakens, standing with his left side handcuffed to the
               bed.  He jumps up to the cross bar and grabs his spare key. 
               He unlocks the cuffs and stumbles through laundry, beer cans
               and take out containers.  He trips over his trumpet case.

                                   JON
                         Shit.

               Jon takes a piss and splashes some water on his face.  He
               returns to the stairs and trips over the case again.  He
               picks up the case, and the trumpet falls out.  Jon picks it
               up and fingers the valves.



               INT. JON'S LOFT - CONTINUOUS

               Jon is cleaning up his place.  He stops, grabs a water bottle
               and takes two big gulps.   

               Jon looks at pictures of him and his brother through the
               years.



               EXT. FAIRMOUNT PARK, THE WHISPER WALLS - EVENING

               Jon is sitting on a bench in the moonlight, playing
               "Summertime" on his trumpet.  He finishes the song, puts his
               trumpet away and stows it on the back of his Kataro
               motorcycle.  He heads home.



               EXT. NEIGHBORHOOD BAR - CONTINUOUS

               Jon pulls up on his bike.  He stops for a minute, sees his
               trumpet case in his mirror then takes off.



               EXT. STRAWBERRY MANSION, NORTH PHILADELPHIA - AFTERNOON

               Jon, 38, is riding his mountain bike down Thirty Third Street
               through Strawberry Mansion, a fancy name for a run down
               section of rough and tumble Philadelphia.  It is littered
               with abandoned houses and a booming drug trade. 

               As Jon continues away from Strawberry Mansion toward the Art
               Museum section of the city there is a dramatic, distressed
               divergence in the domiciles.  We go from blocks of abandoned
               boarded up houses to well kept neighborly facades with
               picture windows full of knick -knacks and trophies. 

                                   JON
                         Two neighborhoods so close that
                         couldn't be further apart.

               As Thirty Third Street ends, Jon turns left onto Kelly Drive.
               The Philadelphia Art Museum is stately in the background. The
               cherry trees and azaleas have just blossomed along Kelly
               Drive, and beautiful people are out recreating on a glorious
               spring day.  On the river is a four man skull. Their COACH is
               in a trolling rowboat.

                                   COACH
                             (yells into megaphone)
                         You guys move slower than molasses
                         in January.

               Jon approaches two female joggers wearing just enough spandex
               to leave nothing to the imagination.  They stop in mid
               conversation as they approach Jon.  Jon is wearing a tight
               red tank top to appropriately show his toned ebony physique. 
               He is masculine and smooth, with Oakley shades and an Ipod
               strapped to his well defined biceps.  

                                   JON
                         Ladies.

               Jon passes the two women and turns to check them out. 



               EXT. KELLY DRIVE - AUTUMN AFTERNOON - DAYDREAM    

               Jon is looking behind him.  

               The fall foliage is wavering with the warmth of orange, red
               and yellow.  

               Sophia, 38, now a modern day vixen,  is approaching on roller
               blades.   Jon turns just in time to avoid Sophia and goes
               tumbling toward a flock of Canadian geese. Sophia glides over
               to assist Jon.  Her blade catches a tree root causing her to
               stumble onto Jon.

                                   SOPHIA 
                         Is this how you always meet women?

                                   JON 
                         Usually they fall for me not on me.

               Sophia gets up and helps Jon up.

                                   SOPHIA
                         Sorry.

                                   JON 
                         You know, I think...

                                   SOPHIA
                         Mastermann.



               EXT. KELLY DRIVE - SPRING AFTERNOON - PRESENT

               Jon passes the water works and boathouse row as he continues
               his bike ride.  He crosses  the Falls Bridge towards East
               River Drive.



               INT. BLUE NOTE JAZZ CLUB - EVENING - DAYDREAM

               Jon is seated near the stage with a bottle of champagne on
               ice and a bouquet of flowers.  There is an afrocentric couple
               seated next to Jon.

                                   AFROCENTRIC MAN
                         It's just a political ploy created
                         by the mayor to distract from her
                         ineptness.

                                   AFROCENTRIC WOMAN
                         You just can't stand having a woman
                         mayor can you?  That's the most
                         ridiculous thing I ever heard.

                                   AFROCENTRIC MAN
                         Then tell me why they've been after
                         this man, this phantom for two
                         years with no results.

               Sophia walks in wearing an elegant sapphire evening gown. 
               Jon and Sophia exchange glances as the MAITRE D' seats
               Sophia. 

                                   SOPHIA 
                         Oh Veuve Clique, someone has taste.

                                   JON
                         Nothing but the best.

               Sophia sits as the Maitre D' opens the champagne with the
               faintest POP.  Sophia smells the flowers. The champagne is
               poured, and a waiter brings strawberries and chocolate
               fondue.  She sips her flute and tilts it towards Jon.

                                   JON (cont'd)
                         I feel like we should be sitting at
                         desks.

                                   SOPHIA
                             (whispers)
                         I think an intimate dinner and some
                         jazz is just fine.

                                   JON
                         Smart sexy sassy.  I might have my
                         hands full with you.

                                   SOPHIA
                         Your hands, your arms, your legs
                         and maybe your mouth.
                             (gasps in mock amazement)
                         So you still little boy blue?

                                   JON
                         Actually yes.  I have a little jazz
                         ensemble that I put together.

                                   SOPHIA
                         Do you ever play at Zanzibar Blue.

                                   JON
                         I don't think we're ready for a
                         place like that.

                                   SOPHIA
                         I can get you a gig there.

                                   JON
                         Well I guess we better practice
                         more.  Did you hear Mike Hill went
                         from captain of the football team
                         to prom queen.

                                   SOPHIA
                         Are you serious?  I haven't kept in
                         touch with anyone.  So no girl? 
                         Because I don't want no drama.

                                   JON
                         No.  I'm your typical womanizer. 
                         What about you?

                                   SOPHIA
                         I'm tired of all the idiots out
                         there.  I'm looking for a cool
                         musician type.

                                   JON 
                         Oh yeah?  I could introduce you to
                         the guys in the band.

                                   SOPHIA
                         Funny.

                                   JON
                         So you're pretty loaded?

                                   SOPHIA
                         Well, I conned a rich old white guy
                         into falling in love and changing
                         his will right before he died.

               Jon looks in disbelief.

                                   SOPHIA (cont'd)
                         I don't want to talk shop.  The
                         financial world is boring, just a
                         bunch of numbers.

                                   JON 
                         You could help me with my
                         investments if I had any.

                                   SOPHIA
                         I'd be happy to look at your
                         portfolio.

                                   JON
                         You want to see my portfolio? I
                         have some porno, and you can view
                         those anytime.

                                   SOPHIA
                         How about we make our own?

                                   JON
                         I like it.

                                   SOPHIA
                         We'll have to do this again, but I
                         have to fly out early. 



               EXT. FAIRMOUNT PARK - AFTERNOON

               Jon is twenty yards away from his brother.  

               Guy, 31, is sitting on a secluded bench, feeding geese
               popcorn. Guy looks like your typical urban male with baggy
               jeans and a grey Mike Schmidt Phillies' jersey and a low
               slung red Phillies' cap. Guy watches as Jon rides up to him.

                                   GUY 
                         Glad you could make it.

               Jon walks his bike toward the river.  

               Guy continues to feed the geese.

                                   JON 
                         I heard another corner got hit.

                                   GUY
                         What else is new?  How's the flavor
                         of the month?

                                   JON
                         Don't change the subject.  I'm
                         serious.

                                   GUY
                         I like to keep my promises.

                                   JON
                         I just can't do it.  I lost my
                         edge.  But I'm still with you.  

                                   GUY
                         Have you seen Chief lately?

                                   JON
                         Dad's killer is dead why do you
                         need to keep doing this?

                                   GUY
                         Somebody has to get this city right
                         again.  And that was just a foot
                         soldier.  We have to cut off the
                         head.

                                   JON
                         So you take out the Phantom; 
                         somebody else will just slip in
                         place.

                                   GUY
                         Is that why you quit?

                                   JON
                         It was ripping me apart.  I was on
                         a downward spiral.  If I didn't
                         step away, who knows?

                                   GUY
                         I just miss my partner.

                                   JON.
                         Well hurry up and break this case
                         so you can get off these streets.

                                   GUY
                         How does mom like Florida?

                                   JON
                         Just fine.  She says.  But it's not
                         home.

                                   GUY
                         Well I gotta go get my hustle on.



               INT.  JON'S LOFT - EVENING

               Jon enters his loft directly from the service elevator in a
               converted warehouse. It has a large open floor space with a
               spiral staircase leading up to his loft bedroom. It is full
               of Afrocentric art, sculpture and has a sleek modern feel.
               There is a work out station hidden off in a corner.  Near the
               elevator is a table with a trumpet sitting in an open case. 
               Jon turns on his answering machine and goes to the kitchen
               for orange juice...  

                                   MESSAGE ONE
                         Hey Jon, it's Lisa.  Haven't heard
                         from you in awhile.  Call me...

                                   MESSAGE TWO
                         Meow, meow, my kitten misses you,
                         and I do too.  You know the number.
                         Ciao.

                                   MESSAGE THREE
                         Hey sexy, it's Rachel your friendly
                         Filipino fellatio expert; need I
                         say more?

               Jon drinks his orange juice, picks up the phone, changes his
               mind and walks to the bathroom to take a shower.



               INT. JON'S LOFT - EVENING

               Jon is preening in the mirror.  He is wearing cream linen
               pants with a dark blue silk shirt, top two buttons open.  He
               closes his eyes and begins to massage his temples.



               INT. DOWNTOWN PHILADELPHIA - EVENING

               Jon and Sophia are walking along the Parkway toward City
               Hall.

                                   SOPHIA
                         What was I thinking?  I should have
                         pounced on you like a kitten.

                                   JON
                         You were too busy being the most
                         popular girl in school.

                                   SOPHIA
                         I'm glad I don't worry about that
                         anymore.

                                   JON
                         What do you worry about?

                                   SOPHIA
                         In such a male dominated field it's
                         hard for me to feel close to
                         anybody.

                                   JON
                         What does one thing have to do with
                         the other?

                                   SOPHIA
                         Because when you're one of the boys
                         you see what men really think about
                         women.

                                   JON
                         Most men.

                                   SOPHIA
                         We'll see.  What do you worry
                         about?

                                   JON
                         Whether we're going to resign
                         McNabb or not.

                                   SOPHIA
                         I'm serious.

                                   JON
                         I try to take each day as it comes.
                         That way you're not worrying about
                         a bunch of things that may or may
                         not happen.

                                   SOPHIA
                         Were you a philosophy major or
                         something?

                                   JON
                         Just livin' and learnin'.



               EXT. NORTH PHILADELPHIA THIRTIETH AND DIAMOND - DAY

               Guy is walking down the street past abandoned houses and a
               burnt out car. Two young teens are riding scooters down the
               street.  A car honks as it nears the two KIDS. The DRIVER
               leans out the window.

                                   DRIVER
                         Watch it!  Little punks.

                                   KID
                         You watch it.

               They give the car the finger as it passes.  

               Three little kids playing kick the can in a vacant trashy
               lot.  

               We rise above the houses to see the empty, tree filled
               Fairmount Park just a few blocks away. 

               We return to street level on THUG,27, a strappy street
               hustler on the corner making a sale to a couple of hood rats. 
               Sirens roar as two cars go by in the background.  

               Guy walks up to Thug.

                                   GUY 
                         Yo.

                                   THUG
                         What the deal?  

                                   GUY
                         Trying to get that paper.

                                   THUG
                         Well keep hustlin nigga...

                                   GUY
                         Fuck this nickel and dime shit.

                                   THUG
                         My nig you think I'm stuck on this
                         corner?  People are gonna
                         recognize.

               LEON, a young man in his twenties, approaches in a
               wheelchair.  He is a lookout for Thug. 

                                   GUY
                         Here come yo' boy?

                                   THUG
                         Yo, can you give me a ride to
                         Checkers?  All you need is some
                         handle bars.

                                   LEON
                         Fuck you.

                                   GUY
                         I'm out.

               Guy walks away and turns the corner.  He stops at a pay phone
               to makes a call.



               INT. POLICE HEADQUARTERS - DAY

               Jon enters the Thirteenth Precinct, a converted old fire
               house.  Jon passes two rookie cops getting dressed down by
               their SUPERIOR officer.

                                   SUPERIOR
                         Every marijuana bust must be
                         properly logged.  We don't want
                         people thinking we're smoking weed
                         now do we. 

               Two officers walk in with a suspect in custody.  Jon
               recognizes the disorderly DRUNK.

                                   JON  
                         We're gonna have to start charging
                         you rent.

                                   DRUNK
                             (mumbles)
                         I always get a good meal when I
                         come here.

                                   DESK COP
                         I didn't know you were back?

                                   JON 
                         Um, that's because I'm not.  

               DETECTIVE RODRIGUEZ,mid 40's, a stocky Latino with a fu man
               chu, is approaching.  He sees Jon and tries to duck away.

                                   JON (cont'd)
                         Hey Rodriguez, you got that twenty
                         you owe me?  You're not the new guy
                         anymore.  Pay up.

               Detective Rodriguez takes off down the hall.  Jon walks
               towards the hall.



               INT. CHIEF'S OFFICE - DAY

               Chief is on the phone. His office is woodsy and stately. 
               Chief is in his early sixties but could pass for late
               forties.  He is old school, ruff and gruff on the outside,
               but a big teddy bear at heart.  

               Jon walks in.  Chief hangs up the phone.

                                   CHIEF
                         Well, well, well.  Look who it is. 
                         Mister Indefinite- extended -leave
                         due- to -emotional- trauma and
                         stress.

                                   JON 
                         What's up?

                                   CHIEF
                             (sneezes)
                         My allergies are going crazy, and
                         the Mayor's riding me like a
                         Vietnamese prostitute over this
                         drug situation.  Other than that...

                                   JON
                         I thought she was riding you for
                         other reasons.  If she wants to do
                         something about drugs, tell her to
                         walk a beat in Richard Allen or
                         talk to the CIA.

                                   CHIEF
                         But you didn't come here for shop
                         talk.  How are you?  You seem to be
                         your old self again.

                                   JON 
                         Yeah I feel fine.  Just came by to
                         show my face.

                                   CHIEF
                         Well it doesn't look any better. 

                                   JON
                         Funny.

                                   CHIEF
                         You know she asks about you.

                                   JON
                         Who?

                                   CHIEF
                         Anita.  She was your dad's first
                         partner.  And she used to baby sit
                         you when your parents needed a
                         night out.

                                   JON
                         Like I don't remember.  I talk to
                         her every once in awhile.  Not as
                         much as when she was D.A.

                                   CHIEF
                         So, are you ready?

                                   JON
                         For my gig tonight? Yes.

                                   CHIEF
                         Oh yeah.  How is your little jazz
                         thing going? 

               Chief picks up the phone just as it rings.  Jon excuses
               himself. Chief waves at Jon.

                                   CHIEF (cont'd)
                         Just the man I wanted to talk to.



               EXT. THIRTIETH ST. AND DIAMOND AVE. - DAY

               Thug is standing with a packed bookbag and two others of his
               crew, PETE and SMITH, twenty year old twins who are wildly
               spinning Leon in the wheelchair. 

                                   THUG
                         What you gonna do now Willy?

               Guy walks up to Thug. POROUS is also walking up with a
               bookbag.

                                   GUY 
                         Yo, what the deal?

                                   THUG
                         It's about that time.  Yo Porous
                         your sac look a little light.

               DROP pulls up in a black Ford Mustang and parks in an empty
               lot across the street. Thug walks over to the car with his
               bookbag and talks to Drop.  Drop and Thug exchange bookbags. 
               Thug gives Guy a nod, and Guy walks over. Porous gets in the
               Mustang to make the exchange. 

                                   POROUS
                         Yo, can you cover me for five?

                                   DROP
                         I covered your ass last week.  It's
                         on you this time.

                                   POROUS
                         C'mon Dee, we go back light car
                         seats and fat crayons.

                                   DROP
                         Yeah, but my seat is in the upright
                         position, and I haven't used a
                         crayon since I got out of county.  

                                   POROUS
                         We all we got.

                                   DROP
                         Stop using your product.

               Drop shoves a bookbag at POROUS as he exits. Drop peels off. 
               Thug and Guy start to walk back over to the others.

                                   THUG
                         C'mon let's go bag this shit.

                                   POROUS
                         Yo look out for a brother.

                                   THUG
                         Get yo broke ass outta here.

                                   GUY 
                         This shit like the army...

                                   THUG
                         I put the word in for you.

                                   GUY
                         Yo, that's  what's up. 

                                   THUG
                         That nigga act like he don't know
                         nothin' 'bout the corner no more. 
                         We'll see.



               INT. THIRTEENTH PRECINCT - DETECTIVE RODRIGUEZ'S OFFICE- DAY

               DETECTIVE RODRIGUEZ has his feet up on the desk and is
               drinking coffee while playing solitaire on his computer.  His
               office is small and messy.  His desk is piled high with
               overstuffed manila folders with reports he has yet to file. 
               Chief walks in.

                                   CHIEF
                         Here I am chasing you down.

                                   DETECTIVE RODRIGUEZ 
                         I was just on my way to see you.

                                   CHIEF
                         Well...

                                   DETECTIVE RODRIGUEZ
                         Guy is still on the street. 
                         Contact minimal.

                                   CHIEF
                         Not good enough.  Set up
                         surveillance.

                                   DETECTIVE RODRIGUEZ 
                         I would advise against that.

                                   CHIEF
                         Then it's a good thing you're not
                         the boss.

                                   DETECTIVE RODRIGUEZ
                         You'll blow his cover.



               EXT. THIRTIETH ST. AND DIAMOND AVE.-SIDE ALLEY- DAY

               Drop and Guy are arguing.

                                   DROP
                         But you the new guy and now the
                         feds is watchin' us.  What gives
                         son?

                                   GUY 
                         Man you trippin'.

                                   DROP
                         What! Fuck this shit.

               Drop pulls out his Dessert Eagle handgun and pops Guy.



               INT. POLICE HEADQUARTERS - DAY

               Detective Rodriguez is following Chief through the open
               office area.

                                   CHIEF
                         That area is a killing zone.  Put a
                         team on him at least until he get's
                         off that corner.

                                   DETECTIVE RODRIGUEZ 
                         Si signor?

                                   CHIEF
                         And what I tell you about that
                         Spanish shit.

                                   DETECTIVE RODRIGUEZ
                         But this is America.

                                   CHIEF
                         And set up some tails to follow the
                         drops.  And don't use Piankhi or
                         Laws.



               INT. REHEARSAL SPACE - DAY

               Jon's band is just gathering and warming up for rehearsal. 
               Jon's phone rings. It's Sophia.

                                   SOPHIA (V.O.)
                         Hey there handsome.

                                   JON
                         Hold on a second.  

               Jon walks out onto the fire escape where there is a view of
               the waterfront.

                                   JON (cont'd)
                         So you back in town?



               INT. UNIVERSITY OF PENNSYLVANIA HOSPITAL - DAY

               Sophia is sitting in a private waiting room talking to Jon on
               the phone.

                                   SOPHIA 
                         I'm not interrupting anything am I?
                         I made dinner reservations.

                                   JON (V.O.)
                         I have rehearsal until seven, and I
                         have to make a stop.

                                   SOPHIA
                         I'll pick you up at nine. 
                         Smooches.

               Sophia hangs up the phone as a Nurse walks in.

                                   NURSE
                         Right this way Miss Berry.  You
                         know you do look a bit like Halle
                         Berry.

                                   SOPHIA
                         I get that a lot.



               INT. UNIVERSITY OF PENNSYLVANIA HOSPITAL - DAY

               Sophia is sitting on an examination table as the handsome,
               European Dr. Carter walks in.  He gives Sophia a sad smile.

                                   DR. CARTER
                         I wish I had better news.

                                   SOPHIA 
                         I want a second opinion.

                                   DR. CARTER
                         I know this is hard for you, but we
                         caught it early enough.  Once we
                         remove it, everything should be
                         fine. 

                                   SOPHIA
                         I don't want to have surgery.

               Dr. Carter takes out a prescription pad and scribbles a name
               and number.

                                   DR. CARTER
                         Give her a call, and by all
                         means,see another doctor if you
                         like. 



               INT. SOPHIA'S JAGUAR XK8 - DAY

               Sophia is sitting in her car blankly staring ahead.  She
               places both hands on the steering wheel and lowers her head.  



               EXT. SURVEILLANCE HOUSE - AFTERNOON

               DETECTIVE DAN KAPOWSKI and DETECTIVE MIKE GOMEZ, both in
               their forties and career cops are huffing and puffing through
               a back alley lugging two cases of surveillance equipment.
               They stop at a chain link fence.  Detective Kapowski climbs
               the fence and barely gets his belly over. 

                                   DETECTIVE GOMEZ
                         Give me a hand.

               Detective Gomez hands Detective Kapowski the two cases and
               then climbs over with ease. Detective Kapowski and Detective
               Gomez walk into the abandoned house.



               INT. SURVEILLANCE HOUSE - CONTINUOUS

               Detective Kapowski and Detective Gomez view a monitor hooked
               up to a camera.  Detective Kapowski listens with headphones
               to a parabolic microphone. 

               Detective Kapowski is eating a cheese steak and fries while
               Detective Gomez is having an Italian hoagie and sour cream
               and onion chips. 

                                   DETECTIVE KAPOWSKI
                         Check this out.

                                   DETECTIVE GOMEZ
                         You got something?

                                   DETECTIVE KAPOWSKI
                         Yeah...
                             (burps loudly)

                                   DETECTIVE GOMEZ
                         Pig.



               INT. MEIJI-EN WATERFRONT RESTAURANT - EVENING

               Meiji-en is an exquisite Japanese restaurant with an indoor
               waterfall and koi pond. The walls are glass, presenting a
               view of the waterfront and Ben Franklin bridge, crossing into
               Jersey.   A European couple, in their thirties, are arguing
               with the Maitre d'.

                                   MAITRE D'
                         Listen, I understand, but we just
                         don't have a table right now.

                                   EUROPEAN WOMAN
                         Honey let's just have a drink at
                         the bar.

                                   EUROPEAN MAN
                         I don't want a drink at the bar I
                         want a table.

                                   MAITRE D'
                         Please, have a drink on us.

               Jon and Sophia walk in past the line and up to the Maitre d'.

                                   SOPHIA 
                         We have a reservation under
                         Chambers.

                                   MAITRE D'
                         Yes, your table is ready. Serge
                         please seat them at two forty.

               SERGE walks over with two menus and the wine list.

                                   SERGE
                         Right this way.

                                   EUROPEAN MAN
                         This is ridiculous.  We have
                         reservations.

               Serge leads Jon and Sophia to a quiet, secluded table.  Serge
               pulls out the chair for Sophia and presents the menus and
               wine list.

                                   SERGE
                         Jon Paul will be right with you.

               Serge walks away as Sophia peruses the wine list.

                                   JON
                         Very nice.  What's up with you
                         tonight.

                                   SOPHIA 
                         What do you mean.

                                   JON
                         You seem a little distant.

                                   SOPHIA
                         I'm right here next to you.

                                   JON
                         Laugh out loud.

                                   SOPHIA
                         I don't think what I want is on the
                         menu.

               JON PAUL approaches the table.

                                   JON PAUL
                         Good evening.  Allow me to tell you
                         our specials for this evening.

                                   SOPHIA 
                         Give us a few minutes.  We'll have
                         a bottle of Two Hands Shiraz.

                                   JON PAUL
                         Excellent.

               Jon Paul walks away.

                                   JON
                         What were you saying about what you
                         want isn't on the menu?

                                   SOPHIA
                         To tell you the truth, I'm not all
                         that hungry.

                                   JON
                         I'm starving.

               Jon Paul walks over with the wine.

                                   SOPHIA
                         We've had a change in plans.  We'll
                         have to enjoy that some other time.

                                   JON PAUL
                         Very well.

               Jon Paul walks away rather annoyed.

                                   JON
                         We're not gonna grub?

                                   SOPHIA 
                         Let's go.



               INT. JON'S LOFT - LATER

               Sophia is hugging Jon from behind as they enter.  Sophia
               kisses the back of Jon's neck.  Jon pries himself away with a
               kiss and goes to get a bottle of wine and glasses.  

               Sophia lights some candles located on the coffee table.  

               Jon returns with an open bottle and two glasses.  He fills
               the glasses and they toast. 

                                   JON
                         To possibilities.

                                   SOPHIA 
                         To getting entangled.

                                   JON
                         I don't remember this side of you
                         in school, but I like it.

               Jon pushes closer to Sophia.

                                   SOPHIA
                         One track mind.

                                   JON
                         As long as you're on the train with
                         me.

               Jon and Sophia kiss.  Sophia begins to undress Jon as they
               fall into the couch.  They kiss passionately, slowly and
               softly.  Jon starts to undress Sophia.  They look at each
               other longingly. 

                                   SOPHIA
                             (softly)
                         Is that for me?

               They kiss.  Jon caresses her breast and leads her to the
               spiral staircase.  Jon and Sophia continue to undress as
               Sophia pushes Jon down on the stairs and mounts him.  Jon
               kisses Sophia's breast as she undulates on his lap.  Sophia
               holds Jon's head and kisses him deeply.



               INT. JON'S LOFT - LATER

               Jon's bed has ebony 4x4 posts with iron links drilled into
               various sections.  Jon wakes up in his bed alone, reaches,
               looks around and falls back to sleep.



               EXT. KELLY DRIVE NEXT TO THE ART MUSEUM - LATE NIGHT

               Guy is sitting at the top of a bench, sketching a picture of
               the ghost in the moonlight.  

               The ghost is a dark, mysterious, statue of a woman with
               glowing, white eyes and a left hand hacked off just after the
               wrist. 

                                   GUY 
                         My girl is doin' just fine tonight.

               Guy packs up and takes a short path which leads to front of
               the Art Museum. He sits at the top of the stairs viewing the
               Benjamin Franklin Parkway and the Philadelphia skyline.  Guy
               lights a cigarette, takes a drag and exhales as a Jaguar xk8
               passes.



               I/E. SOPHIA'S JAGUAR XK8 - CONTINUOUS

               Sophia is talking on speakerphone to Charlie Chambers while
               she drives.

                                   CHARLIE CHAMBERS (O.S.)
                             (Computer enhanced voice)
                         I want you to come down, tomorrow.

                                   SOPHIA 
                         I'm really busy.

                                   CHARLIE CHAMBERS(O.S.)
                             (Computer enhanced voice)
                         This is not a negotiation. We must
                         talk.

                                   SOPHIA
                         Then I will see you soon.



               EXT. PHILADELPHIA CITY STREETS - DAY

               Detective Rodriguez is walking down Seventeenth Street
               through the mostly Latino Spring Garden section of
               Philadelphia. Five young teens are playing stick ball in the
               street. Two women in their fifties are sweeping their front
               stoop and conversing in Spanish. Detective Rodriguez
               approaches three older TEENS pitching pennies.

                                   DETECTIVE RODRIGUEZ
                         What I tell you guys.  I catch you
                         again, I'm going to tell all of
                         your parents.

                                   TEEN ONE
                         But it's only pennies.

                                   DETECTIVE RODRIGUEZ
                         Then it's dollars then it's
                         hundred's then it's your life.  You
                         don't want to gamble with your life
                         do you?

               The three boys look at him silently, sheepishly, heads down.

                                   DETECTIVE RODRIGUEZ (cont'd)
                         I didn't think so. Now get home and
                         do your homework.

               The three boys scatter, and Detective Rodriguez continues
               toward home.



               EXT. THIRTIETH ST. AND DIAMOND AVE.

               Guy and Thug are on the grind.  

               A hearse passes in the background followed by two limousines
               and several cars and a couple of Harleys. One of the bikes
               rides over to Thug and hands him a white envelope.  

               Thug opens the envelope and reads the letter inside.

                                   GUY 
                         Who was that dog?

                                   THUG
                         One of the captains.

                                   GUY 
                         It's sweet like that?

                                   THUG
                         It's about time they started
                         recognizing.  I just got to get
                         Dee.  And it's me and you nigga.

                                   GUY
                         I got you my nig.

                                   THUG
                         Wednesday it's on.

                                   GUY
                         Thursday...

                                   THUG
                         Wednesday, greenie.

                                   GUY
                         Yo, I'm going to the Chinese store.

                                   THUG
                         Bring me back a loosie.

               Guy walks around the corner to a pay phone.



               INT. DETECTIVE RODRIGUEZ'S HOUSE - MOMENTS LATER

               Detective Rodriguez is entering his Spring Garden row home as
               his three children, Maria,age nine, Juan who is seven, and
               little five year old Jose rush to greet him.

                                   DETECTIVE RODRIGUEZ
                         Y coma estan mis preciosos hijos
                         ahora?

                                   DETECTIVE RODRIGUEZ (cont'd)
                         And how are my precious children
                         today

                                   JOSE
                         Papi, papi!

                                   JUAN
                         Papa mira que yo hize eu la esuela
                         ahora.

                                   JUAN (cont'd)
                         Dad look what i did in school today

               Detective Rodriguez walks towards the kitchen, dragging his
               children along. MRS. RODRIGUEZ, pleasantly plump and seven
               months pregnant, is preparing enchiladas, rice, beans,
               tortillas and salad. Detective Rodriguez gives his wife a
               kiss. 

                                   DETECTIVE RODRIGUEZ
                         Hola Carino.

                                   MRS. RODRIGUEZ
                         Children set the table for dinner.

               Detective Rodriguez grabs a Corona out of the refrigerator.
               Mrs. Rodriguez begins to place food on the dining room table.

                                   MRS RODRIGUEZ (cont'd)
                         Cena esta lista.

                                   MRS RODRIGUEZ (cont'd)
                         Dinner is ready

               The children all sit at the table and hastily begin fixing
               their plates. 

                                   MRS. RODRIGUEZ (cont'd)
                         Wait for papi.

               Detective Rodriguez walks into the dining room and sits at
               the head of the table.  Jose grabs the rice.

                                   MARIA
                         Wait, like momma says.

               As Detective Rodriguez sits Mrs. Rodriguez places the
               enchiladas on the table and sits down.  Everyone begins to
               eat. The phone rings.  Detective Rodriguez starts to rise.

                                   MRS. RODRIGUEZ
                         Sit and eat.  I'll get it.

               Mrs. Rodriguez walks into the kitchen and answers the phone.

                                   MRS. RODRIGUEZ (cont'd)
                         Si...si...un momento.

               Mrs. Rodriguez walks back in.

                                   MRS RODRIGUEZ (cont'd)
                         Tu tienes una llamada por telefona.

                                   MRS RODRIGUEZ (cont'd)
                         You have a telephone call.

                                   DETECTIVE RODRIGUEZ
                         Yo estoy en la otra recomora.

                                   DETECTIVE RODRIGUEZ (cont'd)
                         I'll get it in the other room



               INT. DETECTIVE RODRIGUEZ'S HOUSE - BEDROOM - CONTINUOUS

               Detective Rodriguez is sitting on the edge of the bed talking
               on the phone, nervously rubbing his face.

                                   PHONE
                         Siempre tiene el negocio?

                                   PHONE (cont'd)
                         Still in business?

                                   DETECTIVE RODRIGUEZ
                         Bien...yo...



               EXT. MEXICO - EVENING

               A remote arid airstrip in the Mexican desert outside of
               Monterrey, Mexico. There is a white Jaguar limousine waiting
               in front of a large dilapidated airplane hanger. A white
               GULFSTREAM g350 luxury jet is about to land.  The Gulfstream
               g350  taxis up to the hangar and stops adjacent to the
               limousine.  As the door opens and stairs come down Sophia
               steps off the plane and enters the waiting limousine.  The
               limousine drives off and another Gulfstream g350 takes off in
               the bg. 



               EXT. MEXICO - CONTINUOUS

               A Jaguar limousine rambles along a dusty back road.  After a
               few miles they pass a lush green field of cannibis.  The
               Jaguar limousine slows as it approaches the ornate gates of
               Charlie Chamber's Spanish Villa.



               INT. CHARLIE CHAMBERS' SPANISH VILLA - LATER

               Charlie Chambers and Sophia are dining at a large ornate
               table in the formal dining room.  They are having five pound
               lobsters on silver chargers. Sophia is cracking the remaining
               claw from her lobster. Charlie Chambers has hardly touched
               his plate. 

                                   SOPHIA 
                         I love fresh lobster.

                                   CHARLIE CHAMBERS
                         They were flown down on your plane. 
                         There are some things that have
                         been brought to my attention.

                                   SOPHIA
                         Always business. No concerns about
                         your daughter.

               Sophia stops eating and looks at her father.

                                   CHARLIE CHAMBERS
                         Oh I'm concerned.  I took the
                         liberty of checking on your new
                         friend.

                                   SOPHIA 
                         Stay out of my private life.  It is
                         not part of the business.

               JOSE, the main servant, comes in to serve coffee and hands
               Charlie Chambers a green folder.

                                   CHARLIE CHAMBERS
                         He's a cop.

                                   SOPHIA
                         Jon is a jazz musician.

                                   CHARLIE CHAMBERS
                         What are you going to do?

                                   SOPHIA
                         You're serious?

                                   CHARLIE CHAMBERS
                         You can't risk the business.

                                   SOPHIA
                         He doesn't know what I do.  He
                         thinks I'm the same sweet Sophia
                         from high school.

               Charlie Chambers gives the green folder to Sophia.  She opens
               it and views the contents. Sophia gives the folder back to
               her father.

                                   SOPHIA (cont'd)
                         I'll handle it. 

               Sophia gets up from the table and walks out of the room.
               Charlie Chambers takes a sip of coffee, wipes his face and
               rubs his brow.



               EXT. THIRTIETH ST. AND DIAMOND AVE. - AFTERNOON

               Guy and Thug are standing on the corner.  Guy is checking his
               knot of cash.

                                   GUY 
                         Yo, this shit is sweet.

                                   THUG
                         This is peanuts.

               A Honda Accord Pulls up to the corner and gives a quick beep. 
               Thug walks over to the Honda and sells two dime bags of bud
               through the passenger window in one smooth handshake. The
               Honda drives away.  Two young ladies walk up to Guy.  Guy 
               smiles at them.



               INT. JON'S LOFT - EVENING

               Jon is practicing Soo Bak Doo, a Korean form of martial arts,
               and is repeating an eight combination move.



               INT. JON'S LOFT - CONTINUOUS

               Jon is meditating.  He has used African print tapestries to
               section off a quiet corner of his loft replete with pillows
               and candles.  



               INT. UNIVERSITY PENNSYLVANIA HOSPITAL - EVENING

               Sophia is in a hospital gown talking to Dr. Carter.

                                   DR. CARTER
                         I don't mean to pry, but I called
                         Dr. Williams.  You never made an
                         appointment.  I know you think you
                         can handle everything yourself, 
                         but you really should talk to
                         someone.

                                   SOPHIA 
                         What does talking do?

                                   DR. CARTER
                         Helps you cope and work through
                         your emotions.  The worse thing you
                         could do is bottle everything
                         inside. At least talk to a family
                         member or a close friend.

                                   SOPHIA
                         Thanks for caring.  I'll be fine. 
                         I don't want people worrying about
                         me.  

                                   DR. CARTER
                         So you want to schedule the
                         procedure?

                                   SOPHIA
                         Well I did talk to someone.  He
                         says think that if I change my diet
                         it will stop spreading and even
                         disappear.

                                   DR. CARTER
                         I can't vouch for any holistic
                         methods but if we don't see any
                         changes in a month or two I think,
                         we need to go in and take it out.



               I/E. SURVEILLANCE HOUSE - AFTERNOON

               Detective Kapowski is taking pictures of Thug. Guy walks up
               and shakes Thug's hand. Detective Gomez is working on the
               parabolic microphone.

                                   DETECTIVE GOMEZ
                         Shit might as well be Fischer
                         Price.

                                   GUY (V.O.)
                             (Static, feint)
                         Yo, what the deal?

               Detective Kapowski taps the microphone as the voices fade
               out.  With no sound they watch the monitor and camera. 

               Guy and Thug continue to talk.  Thug is fidgety and keeps
               looking around.  After a few moments, Drop screeches to a
               stop across the street.

                                   DETECTIVE KAPOWSKI 
                         Drop is early?

               Detective Gomez grabs his radio.

                                   DETECTIVE GOMEZ
                             (into radio)
                         Where's that tail?

               The parabolic microphone gives off static. Drop yells at
               Thug. 

                                   THUG (V.O.)
                             (Static)
                         Yeah....shit...here

               Thug walks over to Drop's car starts to take off his bookbag
               and removes a .45 and puts it to Drop'S head. Drop slowly
               gets out of his Mustang as Thug keeps his gun pointed at
               Drop. The parabolic microphone sizzles.

                                   DROP (V.O.)
                             (W/HEAVY STATIC)
                         You done fucked up...you're a dead
                         man...

               Drop reaches for the Dessert Eagle tucked in his waist, but
               not fast enough.  

               Thug shoots Drop. Drop slumps against the car.

                                   THUG (V.O.)
                             (W/HEAVY STATIC)
                         Not before you.

               Thug moves Drop's body aside, gets into the Mustang, gives
               Guy the peace sign and peels off.  

               Guy takes off.

                                   DETECTIVE KAPOWSKI
                             (into radio)
                         Shit...we have a 187, and suspect
                         is on the move.



               I/E. DROP'S MUSTANG - MOMENTS LATER

               Thug is swerving through traffic and talking to himself.

                                   THUG
                         I told 'em stop dissin' me...I
                         ain't the one...treat me like
                         shit...I'm big Teezy... not even
                         knowin' I peeped the whole game. 
                         They won't underestimigate me
                         again.

               Thug drives past an identical black Ford Mustang and slams on
               the brakes.  He backs up and parks behind the identical black
               Ford Mustang.  Thug gets out and walks into the restaurant.



               INT. RESTAURANT DROP POINT - CONTINUOUS

               Captain One is sitting in a booth. A waitress brings him a
               glass of water. 

               Thug walks up to the booth.

                                   CAPTAIN ONE
                         What the hell are you doing here? 
                         You're not the drop?

               The waitress walks away.

                                   THUG
                         He's moved on.  I'm taking his
                         place.

                                   CAPTAIN ONE
                         The hell you are.  You already have
                         your new assignment.  You're making
                         a big mistake.

                                   THUG
                         That's the same thing Drop said.  I
                         guess I'll have to learn the hard
                         way, cause I'm ready to play with
                         the big boys.

               Thug pulls out his Forty Five.

                                   CAPTAIN ONE
                         Ready to play with the big boys,
                         huh?

                                   THUG
                         Born ready my nig.

               Guy walks up behind Thug unseen.

                                   GUY 
                         The biggest boy is god.  Tell him I
                         said hello.

               Thug turns, but too late.  Guy shoots Thug with a silenced
               Thirty Eight Special.   

               Thug slumps to the floor and Captain One sees Guy who has
               just saved his life.

                                   GUY (cont'd)
                         I told that nigga not to do nothin'
                         stupid.

               Guy stuffs his piece back in his waist.

                                   CAPTAIN ONE
                         And to whom do I owe the honor.

                                   GUY 
                         On the streets I'm Gee.

               Captain One gets up.  He looks down at Thug and dips a napkin
               in the water to wipe some blood off his clothes.

                                   CAPTAIN ONE
                         I'll have to thank you later.

               They both head for the exit passing an elderly couple.

                                   GUY
                         You got something to say?



               INT. JON'S LOFT- BATHROOM - CONTINUOUS

               Jon has just stepped into the shower.  The phone RINGS.

                                   JON 
                         Never fails.

               Jon answers the phone in his shower. The caller ID says
               'private'.

                                   JON  (cont'd)
                         Yeah?

                                   SOPHIA (V.O.)
                         Are you in the shower?  Do you have
                         a garbage disposal in there too?

                                   JON
                         Funny. I was wondering when you'd
                         call.

               Sophia walks into the bathroom.

                                   SOPHIA
                         I did better than call.

                                   JON
                         What the...how'd you get in here?

                                   SOPHIA
                         The door was open.

                                   JON
                         Stop playing.

                                   SOPHIA
                         Really...I can leave if you want.

               Sophia undresses and steps into the shower.

                                   SOPHIA (cont'd)
                             (giggles)
                         Oooh, is that for me baby?

               Jon and Sophia caress and kiss passionately.  Jon presses
               Sophia against the marble tile as the shower gets steamier. 
               Sophia's leg rises against Jon's leg and buttocks. 
               Jon kisses Sophia's neck slowly, moves to her shoulder and
               then to her breast.  Jon continues to kiss down towards
               Sophia's waist as they disappear in a steamy mist.



               INT. SOPHIA'S NEW JERSEY ESTATE - STUDY - CONTINUOUS

               Captain One is whispering into Detective Rodriguez's ear. 
               Detective Rodriguez nods his head.  Captain Three walks into
               the room.

                                   CAPTAIN THREE
                         Send the usual ten 'G' envelope to
                         his family?

                                   DETECTIVE RODRIGUEZ
                         Make it twenty. I liked his
                         gumption.  And find Guy.  It's time
                         to put him to the test.

                                   CAPTAIN THREE
                         You gonna just take some guy off
                         the streets.

                                   DETECTIVE RODRIGUEZ
                         No, his name is Guy or Gee.

                                   CAPTAIN THREE
                         So who is he?  What do we know
                         about him?

                                   CAPTAIN ONE
                         He saved my life.

                                   CAPTAIN THREE
                         So you vouch for him?

                                   DETECTIVE RODRIGUEZ
                         You got something on your mind?

                                   CAPTAIN THREE
                         No.  I just don't like to take
                         chances.

                                   CAPTAIN ONE
                         Are you questioning my credibility?

                                   CAPTAIN THREE
                         Why would I do that?

                                   DETECTIVE RODRIGUEZ
                         Gentleman.  I believe we have more
                         pressing matters.



               INT. JON'S LOFT- BEDROOM - LATER

               Sophia is getting dressed.  Jon is in boxers, standing behind
               Sophia trying to stop her from getting dressed.

                                   JON 
                         Where ya goin'? I thought we'd get
                         dinner.

                                   SOPHIA 
                         Speaking of dinner,  I want to
                         start eating more like you.

                                   JON
                         Am I rubbing off on you?

                                   SOPHIA
                         I mean I go to the gym and all but
                         I don't feel that healthy
                         sometimes.

                                   JON
                         You feel healthy to me.  

                                   SOPHIA
                         I'm serious.

                                   JON
                         Is something wrong? 

                                   SOPHIA 
                         Jon I- 
                             (beat)
                         I have to go mon amour.  But you'll
                         help me change my diet so we can
                         both live to a hundred and eight?

                                   JON
                         No problem, but by then I'll
                         probably dump you for an eighty
                         year old.

                                   SOPHIA
                         You got jokes.

               Sophia starts to walk down the spiral staircase but turns to
               embrace Jon instead. 

                                   JON
                         I'll walk you out.



               EXT. THIRTIETH ST. AND DIAMOND AVE. - EVENING

               A coroners van and four police cars surround the taped -off
               crime scene. An officer is circling shell casings as Drop's
               body is wheeled by in a body bag.   OFFICER ONE and OFFICER
               TWO are interviewing an ELDERLY BLACK LADY.

                                   ELDERLY BLACK LADY
                         I told them boys, nothin' good will
                         come from hangin' on the corner.

                                   OFFICER ONE
                         Well did you see what happened?

                                   ELDERLY BLACK LADY
                         One nigga popped anotha nigga and
                         took off in the dead nigga's whip.

                                   OFFICER ONE
                         Well what did they look like?

                                   ELDERLY BLACK LADY
                         Niggas.

               Guy is watching the proceedings from the shadows as a black
               2008 Cadillac STS-V pulls up in front of him. The passenger
               window lowers.

                                   CAPTAIN ONE
                         What's going on?

                                   GUY 
                         Shit.

                                   CAPTAIN ONE
                         Remember me?

                                   GUY
                         Yeah. You owe me one.

                                   CAPTAIN ONE
                         Get in.

               Guy looks around and gets in. Captain One drives off.



               I/E. BLACK CADILLAC STS-V - CONTINUOUS

                                   CAPTAIN ONE
                         What you know about this game?

                                   GUY 
                         I been hustlin' since I was snot-
                         nosed.

                                   CAPTAIN ONE
                         For you now is the time of
                         opportunity.

                                   GUY
                         Oh really?

                                   CAPTAIN ONE
                         That was a smart move you made. 
                         Always respect the chain of
                         command.  But now we need a new
                         lieutenant.



               EXT. NORTH PHILADELPHIA SERVICE GARAGE - EVENING

               There are old cars in various states of disrepair. 

               In the back of the garage four men are sitting at a card
               table passing a blunt.  Maliik,27, six feet four inches and
               brawny is the obvious leader.  DOLLAR,25, the proverbial
               jolly fat guy is loading a banana clip into an ak-47 machine
               gun. MIKE,28, tall and lanky is the strong silent type. 
               BREADMAN,32, appears frail and uneasy. A MAC10 machine gun
               lies on the table.  

                                   MALIIK
                         We need a bigger piece of the pie
                         my nigs.  One block divided by four
                         ain't gonna cut it.

                                   DOLLAR
                         Yeah, fuck the Phantom. 

                                   MIKE
                         Maybe we should just link up with
                         them.

                                   MALIIK
                             (angrily)
                         Why?  So we can take a cut of
                         somebody else's cut. Fuck that
                         shit.  We gotta take what's ours.

                                   BREADMAN
                         If you can't beat 'em join 'em.

                                   DOLLAR
                         Well let's beat 'em first. Niggas
                         scared or what?

                                   MIKE
                         Fuck you. I ain't no punk.

                                   BREADMAN
                         I'm just sayin' Rico and them
                         signed up and they gettin' it on
                         level.

                                   MALIIK
                         I'm running this show and we take
                         ours. Now here's how it's gonna go
                         down.  I already talked to Bumpy
                         and his crew.



               INT. CHIEF'S OFFICE - DAY

               Chief is toying with a new golf club and talking on the
               phone.

                                   CHIEF 
                         Are you sure?
                             (pause)
                         This week?  Tell them thanks.

               Chief hangs up and presses the intercom.

                                   CHIEF (cont'd)
                         Sally, get Rodriguez in here.

                                   SALLY (V.O.)
                         He hasn't checked in yet sir.

                                   CHIEF
                         Well find him.

               Chief continues to play with the club.

                                   SALLY (V.O.)
                         The mayor is on line one.

               Chief picks up his desk phone.

                                   CHIEF
                         This call may be monitored for
                         quality assurance.

                                   MAYOR (V.O.)
                         How come you never take me out
                         anywhere?

                                   CHIEF
                         I thought you were on line one not
                         line whine. We just had lunch last
                         week. 

                                   MAYOR (V.O.)
                         Grabbing a bite after a city
                         planning meeting doesn't count.

                                   CHIEF
                         I thought we had an agreement?

                                   MAYOR (V.O.)
                         Fine. I'll find someone else to
                         take me out.

               Click.

                                   CHIEF
                         Hello?



               I/E. BLACK CADILLAC STS-V - DAY

               Captain One is observing Guy in his black Mustang with a
               female companion. A young kid walks up to the car and cleans
               the front window.  Guy gives the kid a ten and then jumps out
               as he sees a DUDE who owes him money. Guy runs over to the
               Dude and grabs him.

                                   DUDE
                         Yo, I got your dough right here
                         dude.  Chill.

               Guy lets Dude go and snatches the money. Jon pulls up on his
               motorcycle and nods.

                                   GUY 
                             (To dude)
                         Beat it.

               Jon pulls off. 

               Guy gets back in his car.  The female gets out and Guy pulls
               off.  

               Captain One starts his car.



               INT. MAYOR'S OFFICE - DAY

               THE MAYOR,48, SULTRY, statuesque and all business, is going
               through papers at her desk.  From her smooth caramel
               complexion, to her perfectly coiffed hair you sense control. 
               The intercom buzzes.

                                   MAYOR'S ASSISTANT (V.O.)
                         There's a Mr. Jon Bey here to see
                         you.

                                   MAYOR
                         Send him in.  

               Jon walks in.

                                   MAYOR (cont'd)
                         Well, look what the cat dragged in. 
                         I didn't know you were back.

                                   JON 
                         I'm not.  I just stopped by to see
                         how your re-election campaign is
                         coming.

                                   MAYOR
                         You're into politics now?  Or do
                         you have something you want to talk
                         about?  What has what girl done
                         this time?

                                   JON
                         She's making me feel... crazy.

                                   MAYOR
                         You mean you have feelings?

                                   JON
                         Ha-ha.

                                   MAYOR
                         So what's the problem?

                                   JON
                         You know.

                                   MAYOR
                         Had to happen sooner or later.

               The Mayor's phone buzzes.

                                   MAYOR (cont'd)
                         Yes, Tasha?

                                   MAYOR'S ASSISTANT (V.O.)
                         Jim Ellis is on line one.

                                   JON 
                         That old coot still around?

                                   MAYOR
                         If it wasn't for that old coot, you
                         wouldn't be able to swim.

               The Mayor picks up the phone.

                                   MAYOR (cont'd)
                         I have to take this call.  Check
                         with Tasha to see when I have a
                         free lunch this week.

               Jon excuses himself.



               INT. ART MUSEUM - DAY

               Sophia and Detective Rodriguez are walking through the
               medieval armor exhibit.  Sophia is wearing a large floppy
               brimmed hat, concealing most of her face.  Detective
               Rodriguez stops at a display of weaponry.

                                   SOPHIA 
                         I guess something was bound to
                         happen sooner or later. 

                                   DETECTIVE RODRIGUEZ
                         He'll be on target.

                                   SOPHIA
                         But how do we know he doesn't have
                         the same ambitions?

               Sophia and Detective Rodriguez continue walking.

                                   DETECTIVE RODRIGUEZ
                         In the end, all anybody wants is a
                         piece of the pie.

                                   SOPHIA
                         This stuff is so archaic.

                                   DETECTIVE RODRIGUEZ
                         This is my favorite exhibit.

                                   SOPHIA
                         Barbaric.



               INT. THUG'S APARTMENT - EVENING

               Guy walks into the shabby project apartment as roaches go
               scurrying.  Guy dumps his bookbag onto the table and drops
               wads of cash and a few dime bags of weed onto the table.  He
               takes a dime bag, rolls a blunt and starts to count the cash.  



               I/E. BLACK MUSTANG - MOMENTS LATER

               Guy is driving down Thirty Third Street toward the Art Museum
               area.  Guy takes Thirty Third to Kelly Drive and takes a left
               toward the Art Museum and downtown.  Guy passes the rear
               entrance street to the Art Museum.  He sees Sophia and
               Detective Rodriguez talking next to Sophia's Jaguar. 



               INT. RESTAURANT DROP POINT - LATER

               Captain One IS WAITING IN A BOOTH.  Guy walks in and sits
               down across from him.

                                   GUY 
                         I got everything right here.  Just
                         give me the keys, and I'm out.

                                   CAPTAIN ONE
                         Not so fast.

                                   GUY
                         What up?

                                   CAPTAIN ONE
                         The HNIC wants to see you.

                                   GUY
                         Is that a good thing?

                                   CAPTAIN ONE
                         Usually.



               EXT. JON'S LOFT - LATER

               Jon is running out of his building as Sophia is walking up. 
               Jon and Sophia almost run into each other.

                                   JON 
                         We've got to stop meeting like
                         this.  Let yourself in, I'll be
                         back.

                                   SOPHIA 
                         You're not going anywhere.

               Jon kisses Sophia and tries to walk around her but Sophia
               blocks him and pushes him back toward the door.

                                   JON
                         I really have to go...

               Sophia pushes Jon against the door and presses her body
               against his.

                                   JON (cont'd)
                         What the hell?

               Sophia pushes Jon into the building.



               INT. ABANDONED HOUSE - LATER

               Detective Kapowski and Detective Rodriguez are playing chess. 

               The monitor fizzles in and out.

                                   DETECTIVE RODRIGUEZ
                         I told you he wasn't coming.  Pay
                         up.

               Detective Kapowski takes a twenty out of his wallet and gives
               it to Detective Rodriguez.  He makes a move on the
               chessboard.

                                   DETECTIVE KAPOWSKI
                         Checkmate.

               Detective Rodriguez gives the twenty back to Detective
               Kapowski.



               INT. JON'S LOFT - DAY

               Sophia, wearing one of Jon's button downs, is looking into
               Jon's refrigerator.

                                   SOPHIA 
                         I've never seen such a healthy
                         fridge in my life.

               Jon walks up behind Sophia.

                                   SOPHIA (cont'd)
                         Leafy greens, flax seed, noni
                         juice. Where's the eggs and bacon?

                                   JON 
                         I thought you wanted to eat
                         healthier.

               Sophia turns around.

                                   SOPHIA
                         As long as I get my meat.

               She grabs his crotch.

                                   JON
                         Delivered fresh daily.

               Sophia and Jon start to kiss.  Jon's cellphone flashes red in
               the foreground.

                                   JON (cont'd)
                         Oh shit. 



               I/E. 1990 CHEVY MONTE CARLO - DAY

               Breadman is driving as Maliik, Dollar, and Mike check their
               weapons.

                                   BREADMAN
                         Why I always gotta drive?

                                   MALIIK
                         Because you can't shoot for shit. 
                         Make a left.

               Maliik, Dollar and Mike all don ski masks.

                                   BREADMAN
                         Damn, I forgot mine.

                                   DOLLAR
                         Again?  Shit, them niggas is deep
                         on the block.

                                   MIKE
                         Fuck them.  Let's do this.



               EXT. THIRTIETH ST. AND DIAMOND AVE. - CONTINUOUS

               Guy is talking to Leon.  Pete sells a bag of weed to a bent
               old women. Smith is crossing the street toward Guy and his
               crew.

                                   PETE
                         There you go grandma.

                                   SMITH
                         Who dat rollin' up the block?



               EXT. THIRTIETH ST. AND DIAMOND AVE. - CONTINUOUS

               A 1990 Chevy Monte Carlo and a 1988 Caprice Classic slowly
               round the corner. Jon is on his way to find Guy. The cars
               pass Jon as the windows lower. Gun muzzles are protruded. 
               Both cars open fire as they approach.  

               Jon ducks for cover as bullets fly.  Jon instinctively
               reaches back for his gun.  Bullets fly from the two cars.  

               A PEDESTRIAN is hit.  

                                   PEDESTRIAN
                         Shit! What the hell?

               On the opposite corner Leon pulls a sawed off shotgun from
               under his wheelchair and returns fire, hitting an innocent
               BYSTANDER.  

                                   BYSTANDER
                             (screams in pain)
                         Oh Jesus!

               Neighbors scatter. 

               Guy takes a semi- automatic Cobra Patriot hand gun from
               behind Leon's wheelchair and sprays the Caprice Classic.  The
               Caprice Classic barrels into a parked car. 

               Bullets fly and Leon is hit. 

               The Monte Carlo peels off and leaves a deadly quiet.  

               Guy surveys the scene looks at Leon who is slumped in his
               wheel chair.

                                   LEON
                             (mumbles)
                         Help me...

               Guy stares at Leon and runs past him and away.



               EXT. THIRTIETH ST. AND DIAMOND AVE. - CONTINUOUS

               Jon peers around the parked car and rushes to help a fallen
               victim.  He dials his cell phone as the familiar fire returns
               to his eyes.  

                                   JON
                         I need a medic at Thirtieth and
                         Diamond.  Multiple shooting
                         victims.  Now!

               There are sirens and crying in the background.  Two old black
               women come to their front doors to watch as Jon tries to stop
               the bleeding of a wounded victim.



               EXT. SIDE ALLEY - MOMENTS LATER

               Guy is running down the alley clutching his left arm, which
               has been grazed in the gunfire.  He stops next to a dumpster,
               looks up at the sky and then bends over hands on knees and
               breaks down for a moment.  A light rain begins to fall.



               INT. POLICE ATHLETIC LEAGUE GYM - EVENING

               Jon is shooting baskets, and Chief is rebounding inside the
               dark creaky old gym. 

                                   CHIEF
                         I'm going to pull him out.

                                   JON
                         No.  We have to take them out.

               Chief's cell phone rings.  He answers.

                                   CHIEF
                         We?    
                             (answers phone)
                         Yes, alright. Got some info about
                         the hit.

               Jon makes another basket.

                                   JON
                         I'm on it.

                                   CHIEF
                         Go get some rest cowboy.  Sleep on
                         it.  Make sure you are making the
                         right decision.

                                   JON.
                         If I don't have his back, who will? 
                         I'm not a jazzman.  I'm a cop.

                                   CHIEF
                         You may not know this, but your
                         father was happy you were so into
                         your music.  He didn't really want
                         either of you to get into law
                         enforcement.  I think he knew he
                         couldn't stop Guy.

                                   JON.
                         So no matter what choice I make,
                         I'm wrong?

                                   CHIEF
                         You can't beat yourself up over a
                         promise you made when you were a
                         kid.

                                   JON.
                         But he's my brother.

                                   CHIEF
                         And he has the whole force behind
                         him.

                                   JON.
                         I can't back out now, not after
                         what happened.

                                   CHIEF
                         Just make sure this isn't an
                         emotional decision.

                                   JON.
                         Without emotions what do we have?



               EXT. THIRTIETH ST. AND DIAMOND AVE. - DAY

               Guy is leaning against his black Mustang talking to Pete and
               Smith. 

                                   GUY 
                         I told them niggas, don't nobody
                         fuck wit' this.

                                   PETE
                         King Kong ain't got nothin' on you.

                                   SMITH
                         That's fucked up what happened to
                         Leon.

                                   PETE
                         Nigga was already in a wheel chair
                         from a bullet.

                                   GUY 
                         That's the way of the gun.  Kill or
                         be killed.

               Captain One arrives in his black Cadillac STS-V. Guy sees
               him, gives his men fist pounds and heads over to Captain
               One's car. 



               INT. JON'S LOFT - DAY

               Jon is rummaging through his closet.  Jon grabs a shoe box,
               opens it and removes his badge. He stares at his badge
               intently as a flood of memories wash over him.  Jon polishes
               off his brass and places it in his pocket.



               INT. SOPHIA'S NEW JERSEY ESTATE - EVENING

               Sophia is in a heated conversation with Detective Rodriguez.

                                   DETECTIVE RODRIGUEZ
                         I told you I will handle it.

                                   SOPHIA 
                         Lately your way of handling things
                         has led from one mishap to another.

                                   DETECTIVE RODRIGUEZ
                         I can't control a wild street
                         soldier any more than I could
                         predict a drive by based on some
                         hood beef.  Because who would
                         knowingly attack any of our men?

                                   SOPHIA
                         Obviously they would.  You bring
                         him to me I want to meet him.

                                   DETECTIVE RODRIGUEZ
                         You think that's wise?

                                   SOPHIA
                         We'll do it in the Poconos.



               INT. THE THIRTY- EIGHTH PRECINCT - DAY

               Inside the main room three officers are standing around
               eating donuts. The DESK OFFICER is a female in her mid
               thirties. Jon walks in and shows his badge. 

                                   JON 
                         Can you tell me where to find
                         Detective Holland?

                                   DESK OFFICER
                         Second floor, third door down on
                         your left.

                                   JON
                         Thanks.

                                   DESK OFFICER
                         Anytime. You need anything else,
                         just let me know sweetheart.

               Jon walks away smiling and turns to catch the Desk Officer
               checking his posterior.  The Desk Officer sits back and
               smiles.  



               INT. DETECTIVE HOLLAND'S OFFICE - CONTINUOUS

               DETECTIVE HOLLAND, who's messy frock of black hair
               contradicts his wide square jaw, is on the phone in his bland
               empty office. Jon knock's at his door.

                                   DETECTIVE HOLLAND
                         Yeah, let me call you back.

               Detective Holland hangs up the phone.

                                   DETECTIVE HOLLAND (cont'd)
                         Come in.

               Jon walks in.

                                   JON 
                         I'm Detective Bey from the
                         infamous.

                                   DETECTIVE HOLLAND
                         Good to meet you.  Want coffee?

                                   JON
                         No thanks.

                                   DETECTIVE HOLLAND
                         Anyway, this kid's got some info.

                                   JON
                         Kid?

                                   DETECTIVE HOLLAND
                         Yeah he said his brother was one of
                         the perps.

               There is a knock at the door, and OFFICER JUAN sticks his
               head in.

                                   OFFICER JUAN
                         Yo, I got the kid.

                                   DETECTIVE HOLLAND
                         So bring him.

               Officer Juan leaves to get the kid.

                                   DETECTIVE HOLLAND (cont'd)
                         It may look like we're just
                         standing around eating donuts, but
                         we get things done.  You sure you
                         don't want coffee?

                                   JON 
                         I'm sure.  Is that undercover
                         around?

                                   DETECTIVE HOLLAND
                         He's on leave, but I can put you in
                         touch with him.

               Officer Juan returns with the scraggly, street-tough KID.

                                   JON
                         Hi son, I hear you might be able to
                         help us out.

               The Kid says nothing.

                                   OFFICER JUAN
                         Just tell them what you told me.

                                   KID
                         I don't want no one else to die.

                                   JON 
                         Neither do I. If we work together,
                         maybe no one else will. 

                                   KID
                         I tried to tell my brother not to
                         go, but he said I was just being a
                         little punk. Now he's dead.

                                   DETECTIVE HOLLAND
                         Do you know anything about the
                         other men?

                                   KID
                             (pause)
                         I know where they are.



               EXT. PHILADELPHIA STREETS - LATER

               There is a procession of six police cars, lights flashing,
               with a S.W.A.T. van, SPEEDING SILENTLY THROUGH NORTH
               Philadelphia.



               INT. JON'S LOFT - EVENING

               Jon arrives home to find a small gift package waiting for him
               and a note. Jon opens the package. It is a heart shaped
               candle and the note says 'I COULDN'T HELP MYSELF'.  

                                   JON 
                         How does she get in here?



               INT. NORTH PHILADELPHIA GARAGE - LATER

               Maliik, Dollar, and Mike are standing around a Monte Carlo
               talking.

                                   MALIIK
                         Yo, where the fuck is Bread?

                                   MIKE
                         Yo, I'm startin' to wonder about
                         that nigga.

                                   DOLLAR
                         Whatever, we got to get the fuck
                         out of here.

                                   MIKE
                         Yo, you here that?



               EXT. NORTH PHILADELPHIA GARAGE - CONTINUOUS

               A S.W.A.T. van follows two police cars as they approach the
               rundown North Philadelphia garage. The first car passes the
               garage and blocks the far intersection.  

               The next car blocks the corner. 

               The S.W.A.T. van spins around the corner and comes to a halt
               as six S.W.A.T. officers jump out and assume tactical
               positions surrounding the garage.  The officers in the two
               cars at the end of the block  assume tactical positions
               behind their vehicles. 

                                   OFFICER ONE      
                         And here we go.

               The lead S.W.A.T.  signals and a gas chamber is fired through
               a window. SILENCE. HISS. SMOKE. An engine roars and a 1990
               Monte Carlo bursts through the garage door.  The S.W.A.T.
               team opens fire.  Maliik is driving, and Dollar sits in the
               passenger seat. Mike in the back. 

               The back window is shattered by gunfire.  Mike fires back.

                                   MALIIK
                         God damn it.

               The S.W.A.T. team continues to fire on the Monte Carlo as it
               careens toward the police barricade.  

               Mike is shot.

                                   DOLLAR
                         Oh shit!

               The Monte Carlo tries to swerve around the police barricade
               and hits a parked car and a fire hydrant.  Three Officers run
               over to the Monte Carlo weapons drawn. Maliik is dead,
               slumped against the steering wheel.  Dollar is bloodied and
               injured but alive.

                                   LEAD S.W.A.T.
                         You guys never learn.

               Dollar looks up and then collapses. 



               EXT. RIVERVIEW THEATER- PARKING LOT - LATER

               Detective Rodriguez is waiting under the overpass in the back
               of a black Cadillac Escalade. BRUNO and TINY, two massive
               bodyguards, get out of the front of the Cadillac Escalade.
               Captain One arrives. 

               Guy gets out and Bruno places a black hood over his head.
               Tiny opens the back door and eases Guy in. Bruno gets in to
               drive, and Tiny sits in the passenger seat.  Captain One
               returns to his car. The cars pull off in different
               directions.



               EXT. PENNSYLVANIA TURNPIKE - CONTINUOUS

               Detective Rodriguez's black Cadillac Escalade travels north
               along a curvy portion of the highway.



               EXT. POCONOS- MOUNTAIN CHALET - DUSK

               Outside a secluded mountain getaway Detective Rodriguez's
               black Escalade arrives and parks near a black Lincoln
               Navigator, a black Mercedes G500, and a black Range Rover. 
               Sophia's Jaguar XK is peaking around the rear corner of the
               structure.  Bruno and Tiny get out and open the rear doors
               for Boss One and Guy who is still blindfolded.

                                   GUY 
                         Love that fresh mountain air.

                                   DETECTIVE RODRIGUEZ
                         If you were supposed to know where
                         we were, you wouldn't be
                         blindfolded.

                                   GUY
                         I see.



               INT. POCONOS- MOUNTAIN CHALET - CONTINUOUS

               There is a sense of foreboding inside. Curtains are drawn and
               the only light is coming from a small fire. Next to the
               fireplace is a dining table where an empty chair is waiting.
               On the other side sits BOSS THREE, a svelte middle aged brown
               skinned brother and BOSS TWO, a portly Italian. Bruno escorts
               Guy in and over to the chair and removes the hood.  Detective
               Rodriguez follows behind and sits behind Boss Three and Boss
               Two.

                                   SOPHIA (V.O.)
                             (computer enhanced)
                         You've come a long way in a short
                         amount of time.

                                   GUY
                         Yeah, well I'm that kind of Guy.

                                   BOSS THREE
                         You could be a narc.

                                   GUY
                         You seen how I get down.  I saved
                         your boys life.  Do pigs get down
                         like that?

                                   BOSS TWO
                         To protect their cover, yes.

                                   GUY
                         Then shoot me.  Fuck it.

                                   SOPHIA (V.O.)
                             (computer enhanced)
                         Enough.  We need totally dedicated
                         people.  As a sign of your
                         commitment, please allow Bruno a
                         few seconds of your time.

               Bruno emerges from the shadows and takes a branding iron out
               of the fire.

                                   GUY
                         This is a serious commitment
                         without being able to see my new
                         owner.

               Bruno approaches Guy.  

                                   BOSS TWO
                         You only deal with us.

                                   SOPHIA (V.O.)
                             (computer enhanced)
                         Your arm please.

                                   GUY 
                         And if I refuse?

               Tiny steps out of  the shadows with a Benelli Nova 299 Pump
               shotgun aimed and pumped at Guy.

                                   SOPHIA (V.O.)
                             (computer enhanced)
                         I trust my colleague's judgement.
                         Please don't disappoint us.

                                   GUY
                         Get it on.

               Bruno takes the brand and applies it to Guy's Shoulder.  Guy
               winces in pain as the brand sizzles his flesh.

                                   GUY (cont'd)
                         God damn! Fuck! All that and still
                         no face to face.

               Tiny puts the hood back on Guy.

                                   DETECTIVE RODRIGUEZ
                         Let's go.

                                   GUY
                         What about my arm?

                                   BOSS ONE
                         Bruno, get him some ice.



               EXT. POCONOS- MOUNTAIN CHALET - MOMENTS LATER

               Tiny and Bruno are escorting Guy, who is still hooded, out
               the rear past Sophia's Jaguar. 



               INT. THIRTEENTH PRECINCT - EVENING

               Chief and Jon are reviewing a whiteboard showing the
               structure of the Philadelphia drug cartel with a time line
               showing Guy's progression.  There is a map of the city laid
               out on the table.

                                   JON 
                         If I didn't know better, I would
                         have thought he was just a dealer.

                                   CHIEF
                         So you mean he's doing his job.

                                   JON
                         He's moving up way too fast.

                                   CHIEF
                         You think he's getting sucked in?

               Detective Kapowski and Detective Gomez walk in.

                                   DETECTIVE GOMEZ
                         Aww shit.  Hell must be freezing
                         over.

                                   DETECTIVE KAPOWSKI
                         Funny how getting shot at will
                         change your mind about things.

                                   DETECTIVE GOMEZ
                         What the hell were you doing there
                         anyway?

                                   JON 
                         What do you think?

                                   DETECTIVE GOMEZ
                         But I'm his contact.

                                   JON
                         I'm his brother.  And actually
                         Rodriguez is his contact.

                                   DETECTIVE GOMEZ
                         He's not even here.  Maybe if you
                         would have made the meet.

                                   DETECTIVE KAPOWSKI
                         Cost me twenty dollars.

                                   CHIEF
                         Ladies, if you don't mind...

                                   DETECTIVE GOMEZ
                         We pretty much got their routine.

               Detective Kapowski points everyone toward the map on the
               table.

                                   DETECTIVE KAPOWSKI
                         They're doing car and merchandise
                         exchanges at 'Guinellies',
                         'Paco's', and 'Oberon' On Third.

                                   DETECTIVE GOMEZ
                         Our tail always loses them on the
                         Ben Franklin.

                                   CHIEF
                         Who did you use for the tail.

                                   DETECTIVE GOMEZ
                         Piankhi and Laws.

                                   CHIEF
                         Great. Picked the two idiots I said
                         not to use.

                                   JON 
                         We need a chopper.

                                   CHIEF
                         And what's the story on that garage
                         we raided?



               EXT. THIRTY THIRD STREET BRIDGE - EVENING

               The Philadelphia skyline is in the background as two
               silhouettes, Detective Gomez and Guy, talk. 

                                   DETECTIVE GOMEZ 
                         The only survivor is on life
                         support.

                                   GUY 
                         Some kid ratted them out.

                                   DETECTIVE GOMEZ
                         How the hell you know that?

                                   GUY
                         We have our ways.  And we paid some
                         kid to rat them out.

                                   DETECTIVE GOMEZ
                         Ain't that a bitch.  They got us
                         doing their dirty work.

                                   GUY
                         I need a wire.

                                   DETECTIVE GOMEZ
                         Too dangerous.  That's why we're
                         there.  Plus with Jon back on the
                         case we should have it wrapped in
                         no time.

               Guy grabs Detective Gomez.

                                   GUY
                         Yeah for super Jon.



               EXT. PHILADELPHIA/CAMDEN FERRY - MORNING

               Jon is standing by the railing.  The ferry is crossing from
               Camden to Philadelphia. 

               Jon is talking to Guy on his cell.

                                   JON 
                         You can't be serious.

                                   GUY (V.O.)
                         What kinda whip she pushin'?

                                   JON
                         A Jag xk8.

                                   GUY (V.O.)
                         I was talking to the boss man and
                         he said she.  Why the disguised
                         voice?  So we wouldn't know it
                         wasn't a man.

                                   JON.
                         They just wanted to scare you.

                                   GUY
                         A Jag was up in the Poconos.  Where
                         do you think all that cheddar is
                         coming from?  I mean how well do
                         you really know her?

                                   JON
                         Inside and out.

                                   GUY (V.O.)
                         Just because you went to school
                         with her back in the day don't mean
                         you know her now.  

                                   JON.
                         You know you trippin' right.

                                   GUY (V.O.)
                         Love is blind.

               Jon hangs up and continues staring at the city through the
               morning haze as the ferry docks into Philadelphia.  Jon yawns
               and disembarks with the rest of the passengers.



               I/E. SOPHIA'S JAGUAR XK - MORNING

               Sophia is driving down Columbus blvd., talking on the phone.
               The ferry is in the foreground.

                                   SOPHIA 
                         I understand, but please let me
                         handle this my way.

                                   CHARLIE CHAMBERS (V.O.)
                             (computer disguised)
                         If you can't, I'll hire
                         professionals.

                                   SOPHIA
                         I will handle it.

               Sophia stops at a red light as she hangs up. Jon is crossing
               the street in front of her. Sophia beeps her horn. Jon stops
               and gets into the Jaguar.

                                   SOPHIA (cont'd)
                         Where you going so early?

                                   JON 
                         We gigged last night in Cherry
                         Hill. Turned into an all-nighter.

                                   SOPHIA
                         You're only allowed to have all
                         nighters with me.  How about
                         breakfast?

                                   JON
                         Yeah, I know a great place, make a
                         left.  So where were you headed?

                                   SOPHIA
                         To the gym. You had a gig, but you
                         don't have your horn.

                                   JON.
                         Keys is bringing it back.  We don't
                         have to get breakfast if you were
                         going to the gym.

                                   SOPHIA
                         I know.



               INT. FAMOUS DELI - MOMENTS LATER

               Jon and Sophia are seated in a booth looking at menus.

                                   JON 
                         I know this isn't as posh as you're
                         used to.

                                   SOPHIA 
                         Whatever. Remember when everybody
                         used to come here after school?

                                   JON
                         Maybe your clique.  My crew only
                         had enough for the lunch trucks.

                                   SOPHIA
                         Oh yeah, the trucks.  I used to
                         love that sausage bagel with cheese
                         and cream cheese. Mmm yum.

               A WAITRESS walks over.

                                   WAITRESS
                         Are you guys ready to order?

                                   SOPHIA
                         I'll have coffee, make that herbal
                         tea with an everything bagel,
                         lightly toasted.  Very lightly.

                                   JON 
                         I'll have coffee, a whole grain
                         muffin and the fresh fruit bowl.

                                   WAITRESS
                         I'll be right back with your
                         coffee.

                                   JON
                         Did I just order coffee?  I haven't
                         had coffee in forever.  

               The Waitress walks away.

                                   SOPHIA 
                         Old habit.  Do you want a doughnut?

                                   JON
                         No sweets.  So do you live in your
                         car, or what?

                                   SOPHIA 
                         I'm always on the move.

                                   JON
                         Why do we only go to my place?

                                   SOPHIA
                         Does it matter.

               The Waitress returns and serves Sophia and Jon coffee.

                                   JON
                         So we can go to your place for
                         dessert?

                                   SOPHIA
                             (sips coffee)
                         Sure my condo is right on the
                         water.

                                   JON
                         Let's talk about your work.

                                   SOPHIA
                         Why the twenty questions?  

                                   JON
                         Why you don't want to answer?

                                   SOPHIA
                         I started with investments, and a
                         particular client offered me an
                         exclusive contract.

                                   JON
                         I thought you were your own boss.

                                   SOPHIA
                         For all intents and purposes I am. 
                         He's more a liaison.  Are you after
                         my money?  

                                   JON.
                         Just your honey.  Can I meet him?

               The Waitress brings their food.

                                   SOPHIA
                         Does this look lightly toasted to
                         you?

                                   WAITRESS
                         Sorry, I'll get you another one
                         right away.

                                   JON
                         Easy killer.  So....

                                   SOPHIA
                         Sorry.  So what?

                                   JON
                         You're not married are you?

                                   SOPHIA
                         Are you serious?

                                   JON.
                         I just feel like something is
                         missing.  Like you're not telling
                         me something.

                                   SOPHIA
                         You don't have any secrets?

                                   JON.
                         I do have something I want to show
                         you.

                                   SOPHIA
                         Check please!



               INT. SOPHIA'S WATERFRONT CONDO - LATER

               Jon and Sophia are sleeping. Jon is restless.  He twists and
               turns as he dreams.



               EXT. STRAWBERRY MANSION BRIDGE, NORTH PHILADELPHIA - DREAM

               Mr. Bey is chasing Charlie Chambers.  Mr. bey is catapulting
               over the bridge falling endlessly to his death.



               INT. SOPHIA'S WATERFRONT CONDO - CONTINUOUS

               Jon and Sophia are sleeping as Jon suddenly sits up startled. 
               Sophia wakens and turns to Jon.

                                   SOPHIA 
                         Are you okay, baby?

                                   JON.
                         When's the last time you saw your
                         father?

                                   SOPHIA
                         Why do you ask?

                                   JON.
                         Mine was shot to death.

               Sophia puts her arms around him as Jon lowers his head.

                                   SOPHIA
                         Do you want to talk about it?

                                   JON.
                         Not yet.

               Jon gets up to go to the bathroom.



               INT. JON'S LOFT - EVENING

               Jon comes home and sees the phone laying on the floor off the
               hook. Jon picks up the phone and notices his couch cushions
               are out of place.



               INT. JON'S LOFT - CONTINUOUS

               Jon is in his bedroom the bed is tossed and someone has spray
               painted the word "under" on the mattress. Jon looks under the
               bed. There is nothing there.



               INT. JON'S LOFT - LATER

               FORENSIC OFFICER ONE is dusting Jon's phone for fingerprints
               as FORENSIC OFFICER TWO comes out of the kitchen. Jon is
               about to open the elevator door.

                                   FORENSIC TWO
                         Nothing in there, but I would throw
                         that milk out.

               The elevator opens, and Chief steps out.

                                   JON 
                         It's soy.

                                   FORENSIC TWO
                         My point exactly.

                                   CHIEF
                         I keep telling you to get a
                         security system.

                                   JON 
                         I'm my security system. Besides
                         nothing is missing...like it's some
                         practical joke.

                                   CHIEF
                         Could be an old bust or an old
                         lover.

                                   JON
                         You're kidding.  

               Forensic One walks over.

                                   FORENSIC ONE
                         We're about done.

                                   JON 
                         Thanks.  Hey, what happened to that
                         guy with the afro?

               The Forensics team packs up and leaves.

                                   CHIEF
                         Is this what you came back for?  

                                   JON
                         Actually...

                                   CHIEF
                         Just go be a jazzman.  Don't end up
                         an old coot like me who doesn't
                         know how to do anything else.



               EXT. THE GHOST - LATER

               Guy is leaning against the ghost checking his watch when Jon
               arrives on his motorcycle. 

                                   GUY 
                         On time as usual.

                                   JON 
                         I was at a crime scene.  Somebody
                         broke into my place. 

                                   GUY
                         They didn't take your black book
                         did they?

                                   JON
                         They didn't take anything.  They
                         just wrote under on my sheets.

                                   GUY
                         Undercover...  You still don't
                         think it's her? 

                                   JON
                         I was with her.

                                   GUY
                         All day?

                                   JON
                         Do you know what you're saying?

                                   GUY
                         Do you know who you're fucking?



               INT. UNIVERSITY OF PENNSYLVANIA HOSPITAL - DAY

               Sophia is talking to Dr. Carter in his office.

                                   DR. CARTER
                         It's amazing.  Your latest test
                         shows a remarkable improvement. 
                         Whatever you're doing, keep it up.

                                   SOPHIA 
                         I stopped eating meat and processed
                         foods.  I've been trying to
                         eliminate stress.

                                   DR. CARTER
                         Well I'm going to have to look into
                         these natural methods and not be so
                         quick to just prescribe drugs for
                         everything.

                                   SOPHIA
                         The body really is amazing.

                                   DR. CARTER
                         Your whole attitude is different. 
                         Did you fall in love?

                                   SOPHIA
                         We're getting a bit personal aren't
                         we doctor.

                                   DR. CARTER
                         Never stopped us before.

                                   SOPHIA
                         I beg your pardon.  I think that's
                         my cue to leave.

                                   DR. CARTER
                         Well miss, keep up the good work.



               INT. P.A.L. GYM - DAY

               Chief is walking at a medium pace on a partially inclined
               treadmill. Jon is standing next to him talking.

                                   JON
                         I'm beginning to wonder about her
                         too. Really I don't know nothing
                         about her, except she's rich and
                         great in the sack.

                                   CHIEF
                         Women always have their secrets...

                                   JON
                         Do you know Anita's secrets?

                                   CHIEF
                         No, and I don't want to.

                                   JON
                         Let me have your keys.

                                   CHIEF
                         For what?

                                   JON
                         I need to do some police work and I
                         don't want a squad car.

                                   CHIEF
                         Requisition a dual purpose from
                         fleet.

                                   JON
                         Too much paperwork.

                                   CHIEF
                         And what am I supposed to drive?

                                   JON
                         Get a squad car.

               Jon takes the keys and turns the treadmill on high, forcing
               Chief to run full speed. Jon walks away as Chief turns the
               machine down and doubles over gasping for air.



               INT. POLICE HEADQUARTERS - DAY

               Jon is going through some old files in the police archives.
               He pulls a couple of Manilla folders out and tucks them under
               his arm.



               I/E. CHIEF'S UNMARKED POLICE VEHICLE - LATER

               Jon is sitting outside of Sophia's condo in the Chief's
               unmarked squad car. Jon is looking through some folders as 
               he eats a veggie wrap and drinks carrot juice.



               I/E. CHIEF'S UNMARKED POLICE VEHICLE- LATER

               Jon is doing a crossword puzzle he checks the time. It's four
               twenty.



               I/E. CHIEF'S UNMARKED POLICE VEHICLE - EVENING

               Jon is drinking coffee. Jon check's his watch. It's nine
               forty. Jon starts the car and leaves.



               INT. SOPHIA'S NEW JERSEY ESTATE - STUDY - MOMENTS LATER

               Sophia and Detective Rodriguez are sitting in two arm chairs
               separated by a small table. There is a folder on the table.

                                   SOPHIA 
                         I think we're getting too rich and
                         complacent.

               Detective Rodriguez slides the envelope to Sophia.

                                   DETECTIVE RODRIGUEZ
                         Here he is.

               Sophia looks at the contents of the envelope.  Sophia shakes
               her head in disgust.

                                   SOPHIA
                         You could be right. 

                                   DETECTIVE RODRIGUEZ
                         You're leaving?

                                   SOPHIA
                         Yes.

               Sophia rises to leave.  Detective Rodriguez rises with her.

                                   DETECTIVE RODRIGUEZ
                         Am I so easily replaced?

                                   SOPHIA
                         Just no more slip ups.

                                   DETECTIVE RODRIGUEZ
                         Not what I meant.

                                   SOPHIA
                         I know.  



               INT. REHEARSAL SPACE - EVENING

               Jon is at rehearsal with his Band.

                                   JON 
                         Alright, let's go through that last
                         part again and call it a night.

               The Band plays a few upbeat bars that ends in a flourish.

                                   JON (cont'd)
                         That's a rap.  If we keep this up
                         we might actually get somewhere.

               They all start breaking down and packing up.

                                   STIX
                         I'm hungry.

                                   JON
                         You're always hungry

                                   KEYS
                         You hangin' with us tonight?

                                   JON
                         Why not. 

                                   KEYS
                         We won't see him.

                                   STIX
                         You know where we'll be.

                                   KEYS
                         Hey what's up with that honey dip?

                                   STIX
                         Honey got dipped and split.

                                   JON 
                         I'm glad you're so concerned with
                         my personal life. 

                                   BASS
                         You know we live vicariously
                         through you.

               Everyone looks at Bass who never says anything. 

                                   JON
                         You better be careful using big
                         words like that.

                                   KEYS
                         You need a lift?

                                   STIX
                         He's got his death wish.



               EXT. REHEARSAL SPACE- CONTINUOUS

               Jon is putting on his motorcycle helmet. Jon starts his
               motorcycle and takes off.



               EXT. PHILADELPHIA STREETS - CONTINUOUS

               Jon is riding up Locust street as headlights come on behind
               him. Jon sees a  2008 black Dodge Charger lingering in his
               rearview mirror.  Jon hits the gas as the Charger revs it's
               engine. Jon speeds up and takes an opening between two cars
               onto the sidewalk.  The Charger pulls even and Jon hits the
               gas again as he nears a parking garage. 

                                   JON
                         What now?

               The Charger passes him forcing Jon into the parking garage.
               Jon makes it through the opening just before the Charger
               smashes through. Jon flies up the garage ramp as the Charger
               resumes the chase.  Jon hits the roof and cuts right and
               circles back.  He stops right by the ramp.  The Charger roars
               up to the roof catching air as it hits the top. As soon as
               the Charger passes, Jon throttles down the exit ramp.  Jon
               hits the street and heads toward Rittenhouse Square and cuts
               through the park to Walnut Street.

                                   JON (cont'd)
                         Follow me now.

               The Charger makes it back down the garage battered and
               bruised and heads toward the sound of Jon's purring machine.
               Jon goes up Walnut street and over Twentieth street. Jon
               looks back, doesn't see the Charger.  Just as Jon is crossing
               Market street the Charger comes up Market and just misses
               Jon's rear tire. Jon guns it. The Charger does a one hundred
               and eighty degree spinout. The Charger goes down Twentieth
               street but Jon is gone.



               EXT. PHILADELPHIA STREETS - CONTINUOUS

               Jon is catching his breath next to his motorcycle in a subway
               entry way. Jon's phone rings.

                                   JON 
                         Yes.

                                   STIX (V.O.)
                         I knew you weren't coming?

                                   JON
                         Life gets hectic sometimes.

                                   STIX (V.O.)
                         You okay?

                                   JON
                         Yeah, Gotta go.

               Jon hangs up, starts to make another call, then decides to
               wait.



               INT. MAYOR'S OFFICE - EVENING

               Chief's jacket is flung across a chair and  his shirt is half
               buttoned as he fixes his tie. The Mayor is sitting on her
               desk in just her skirt and bra fixing her lipstick with a
               compact mirror.

                                   MAYOR
                         So Jon is really making progress?

                                   CHIEF
                         Actually it's Guy that's making all
                         the progress.  We've gotten further
                         this month then the past two years.

                                   MAYOR
                         You guys could do wonders if you
                         could shut down this phantom.

                                   CHIEF
                         We just acted like sneaky kids.

                                   MAYOR
                         Wasn't it fun?

               Chief's cell phone rings. It's Jon.

                                   CHIEF
                         Que paso?

                                   JON (V.O.)
                         Somebody just tried to take me out.  

                                   CHIEF
                         What!  Where are you?

               Chief puts his handcuffs away.  The Mayor grabs her blouse
               and puts it on.

                                   JON (V.O.)
                         It's cool. I'll see you in the
                         morning.

                                   CHIEF
                         You sure...all right then.

                                   MAYOR
                         What's wrong?

                                   CHIEF
                         Nothing.

                                   MAYOR
                         That didn't sound like nothing. 
                         Anything I can do?

                                   CHIEF
                         No.  I'll walk you out.



               INT. DETECTIVE RODRIGUEZ'S HOUSE - BEDROOM - EVENING

               Detective Rodriguez is sitting on the edge of his bed talking
               on the telephone.

                                   DETECTIVE RODRIGUEZ
                         Si ya la complete.

                                   PHONE (V.O.)
                         Si eres fiel a la causa tu familia
                         sera recompensada.

                                   PHONE (cont'd)
                         You remain loyal to the cause and
                         your family willl be rewarded.

                                   DETECTIVE RODRIGUEZ (cont'd)
                         Mi familia y yo estamos
                         agradecidos.

                                   DETECTIVE RODRIGUEZ (cont'd)
                         I thank you and my family thanks
                         you.

               Detective Rodriguez hangs up the phone just as Mrs. Rodriguez
               walks into the room.

                                   MRS RODRIGUEZ
                         Who was that darling?

                                   DETECTIVE RODRIGUEZ
                         Just some business.

                                   MRS RODRIGUEZ
                             (sarcastic)
                         Mm- hm.  Me estas eres infiel?  

               Detective Rodriguez pulls his wife onto his lap and holds her
               and his unborn baby.

                                   DETECTIVE RODRIGUEZ
                         Por supeusto q'no, but I'll be glad
                         when you have this baby.

               Mrs. Rodriguez holds her husband's head between her hands and
               tenderly kisses his cheek.

                                   MRS RODRIGUEZ
                         There are other ways.

               They embrace and fall into the bed in a passionate kiss.



               INT. THUG'S APARTMENT - EVENING

               Guy has hooked up Thug's place with a high definition plasma
               television, furniture and girls in bikinis on the walls. The
               table is full of cocaine and money.  Guy is weighing and
               bagging coke with FEMALE COMPANION. Female Companion is doing
               more using than bagging.

                                   GUY 
                         What the fuck bitch?

                                   FEMALE COMPANION
                         C'mon have a little fun.  Just cut
                         it some more.

               Female Companion places some coke on her breast and offers it
               to Guy.

                                   GUY
                         Stop playing.

                                   FEMALE COMPANION
                         Loosen up.

               Female Companion goes to her knees and undoes guy's pants
               puts cocaine on his penis and begins to perform fellatio. Guy
               does a line off the table and goes back to bagging.



               INT. THIRTEENTH PRECINCT - DAY

               The Thirteenth Precinct is strangely quiet as Jon is walking
               in.  Chief is walking towards the exit. 

                                   CHIEF
                         I was about to report my car
                         stolen.

               Jon tosses Chief his car keys.

                                   CHIEF (cont'd)
                         Let's go grab a bite.

               Jon and Chief exit the precinct.



               INT. NEIGHBORHOOD GREASY SPOON DINER - LATER

               Jon and Chief are both having french toast and coffee as they
               talk.

                                   JON
                         You know I don't eat food like this
                         anymore.  But since we always have
                         this together.

                                   CHIEF
                         Since I used to pick you up from
                         boy scouts.  So what's up with the
                         case?  I suspect foul play.

                                   JON 
                             (sarcastic)
                         Really? Robert Cray, what should I
                         do?

                                   CHIEF
                         You're asking me?

                                   JON
                         I'm running out of answers.

                                   CHIEF
                         I hate it when that happens. 

               A WAITRESS walks over.

                                   WAITRESS
                         Everything okay?

                                   CHIEF
                         Just fine. A little more coffee.

               The Waitress walks away.

                                   JON
                         It's all twisted and I'm caught in
                         the middle.

                                   CHIEF
                         So you're in prime position to
                         figure it out.

                                   JON
                         You know you're right.

               The Waitress returns and fills their coffee.

                                   CHIEF
                         Imagine that.

               Jon throws some money on the table and gets up to leave.

                                   JON 
                         I'll see you later.



               INT. SOPHIA'S WATERFRONT LOFT- EVENING

               Sophia is standing in her empty living room talking on the
               phone.

                                   SOPHIA 
                         Yes- everything has been taken care
                         of- wait, hold on
                             (SOPHIA CLICKS OVER)
                         What?  I already told you.  Just
                         follow the plan.



               INT. ZANZIBAR BLUE - EVENING

               Zanzibar Blue is packed as the show is about to start. The
               Mayor and Chief are in the audience. Jon and his band prepare
               on stage.

                                   KEYS
                         Well strike up the band.

                                   JON 
                         Good evening ladies and gentlemen.
                         Never in my wildest dreams did I
                         ever think I would be playing at
                         the world famous Zanzibar Blue.    
                         But here we are so buckle up as we
                         take you on a jazz excursion.
                         Special welcome to all VIP'S which
                         would be everybody in here.  Let's
                         have some fun tonight.

               Jon nods to the Mayor and Chief. Jon snaps his fingers. 

                                   JON (cont'd)
                         One, two, three.

               The Band starts to play a fast paced song. 



               INT. ZANZIBAR BLUE - LATER

               The Band is ending a slow melody.  Jon notices Sophia walk to
               the bathroom.

                                   JON
                         The next song is called 'Mysterious
                         Enigma'

                                   KEYS
                         I thought we were playing 'Blues In
                         A Minor.

               Jon nods in agreement.

               The Band starts to play a deep resonant harmonic rhapsody
               that has the audience mesmerized.



               INT. ZANZIBAR BLUE - LATER

               The audience is filtering out and the Band is starting to
               break down as Sophia walks up to the stage.

                                   SOPHIA 
                         Great set Satchmo.

               There are catcalls from the Band.

                                   JON
                         Thanks to you.  Ignore the peanut
                         gallery.

               Chief walks toward the stage.

                                   JON(cont'd)
                         I want you to meet someone.

                                   CHIEF
                         Great show.  

                                   JON
                         Ted this is Sophia.  Sophia, Ted.

                                   CHIEF
                         Sophia... Chambers, isn't it?  Jon
                         didn't tell me you were a model.  

                                   SOPHIA 
                         You're sweet.  Isn't that the
                         mayor?

                                   CHIEF
                         Want to meet her?

                                   SOPHIA
                         We've met.
                             (nods toward the mayor)
                         Are you ready?

                                   JON 
                         I'll catch you cats later. Keep
                         your eyes where I can see them.

                                   STIX
                         Art is art and that right there is
                         a Picasso.

                                   JON
                         Let's get away from these vultures.

                                   SOPHIA 
                         I have a surprise for you.  



               INT. GUY'S APARTMENT - EVENING

               Guy is bagging coke with street soldiers Q, BEE, TERRY AND
               OC, new recruits. There are dime bags of marijuana on the
               table.

                                   Q
                         Yeah these motha-fuckas is making
                         large money.

                                   GUY
                         Is everyone straight on the routine
                         and the rotation?

                                   BEE
                         Basically it's sell this shit.

                                   OC
                         Basically.

                                   BEE
                         Hey Tanya from over on Diamond got
                         that shit.

                                   Q
                         That good shit or that shit you
                         don't want.

                                   BEE
                         That shit you don't want.

                                   OC
                         How you know Bee.

                                   BEE
                         Three the hard way.  I just came
                         from the clinic.

                                   OC
                         I told you stay away from her
                         nigga.  I'm already knowin' how she
                         gets down.

                                   Q
                         Three hats minimum for these hood
                         rats.

                                   BEE
                         What about that jawn you hit raw
                         off the party line?

                                   Q
                         Why you keep bringin' up old shit?

               OC sneezes blowing coke everywhere.

                                   GUY 
                         Aw nigga!  What the fuck!

                                   BEE
                         God damn turn your head next time
                         or somethin'.

               OC tries to sniff some of the coke out of the air.

                                   GUY
                         This motha fucka.  That's commin'
                         out your cut.



               EXT. CITY HALL - DAY

               Chief is sitting in an unmarked car as he watches the Mayor
               exit and approach a young handsome Asiatic business man. She
               gives him a warm embrace and kiss. Chief takes out a small
               camera and snaps some pictures.

                                   CHIEF
                         Bitches.

               Chief snaps a few more pictures as the Mayor and the young
               businessman start to walk.  Chief starts his car and pulls
               off.



               INT. JON'S LOFT- BATHROOM  - DUSK

               Jon is standing in front of the mirror checking his tie as
               the phone rings, it's Sophia.

                                   SOPHIA (V.O.)
                         You ready handsome?

                                   JON 
                         Always ready for you.

                                   SOPHIA (V.O.)
                         I'm outside.



               EXT. JON'S LOFT - MOMENTS LATER

               Jon exits carrying a bouquet of flowers. Sophia is waiting in
               white Jaguar limousine, the door opens revealing  the sultry
               seductress' beckoning leg.



               INT. JAGUAR LIMOUSINE - CONTINUOUS

               Sophia is pouring a flute of champagne for Jon.

                                   JON 
                         I'm impressed.

                                   SOPHIA 
                         This is just the beginning.

                                   JON
                         Well then I can't wait to see the
                         ending.

                                   SOPHIA
                         Hopefully there won't be an ending.

                                   JON
                         No champagne for you.

                                   SOPHIA
                         I'm driving.



               EXT. DOWNTOWN PHILADELPHIA - MOMENTS LATER

               The Jaguar limousine arrives in front of a downtown
               skyscraper.  The driver escorts the dashing couple out of the
               car and they walk into the building and to the elevator.

                                   Jon 
                         I don't recall there being a
                         restaurant in this building.

                                   SOPHIA 
                         There isn't.

               The elevator arrives at the top floor.  The doors open and
               Sophia and Jon disembark and walk a short distance to the
               roof exit.  Three WAITERS in tuxedos and white gloves are
               standing by as well as a string quartet who begin to play as
               Sophia and Jon walk toward a table with an elaborate ice
               sculpture surrounded by flowers.  

                                   JON.
                         This is unbelievable. 

                                   SOPHIA 
                         So are you.

               WAITER ONE pulls out a chair for Sophia as she sits down.
               WAITER TWO pulls out a chair for Jon. Both Waiters step away. 
               WAITER THREE walks over with a large bottle of Evian, fills
               the water glasses and walks away.  Waiter One returns pushing
               a table with a live nude sculpture with artistically  placed
               sushi and sashimi. Jon takes a piece of sushi and smiles at
               Sophia. 

                                   JON
                         My favorite.

                                   SOPHIA
                         Which one?

               As Waiter Three is filling the wine glasses,  Sophia and Jon
               admire the view.

                                   JON 
                         What kind of strings did you pull
                         for this?

                                   SOPHIA 
                         A friend owns the building.

               Waiter One walks on screen carrying two salads and serves
               them to Sophia and Jon.  

                                   JON
                         You're trying to make me say those
                         words.

               Sophia nibbles at her salad.  Jon gets up walks over to her
               and gets on one knee.

                                   JON (cont'd)
                         Will you...let me watch the Eagles
                         in peace?

                                   SOPHIA
                         I have season tickets.

                                   JON
                         Will you marry me?

                                   SOPHIA
                         Jon?

                                   JON
                         Season tickets...

               Jon gives her a kiss and then has some more sushi before he
               walks back to his seat.  

                                   SOPHIA
                         If I didn't know better, I would
                         think you were serious.

                                   JON
                         Season tickets.

                                   SOPHIA
                         Is that all you care about.

                                   JON
                         The sex ain't bad.

               Waiter Two walks on screen carrying a silver charger with
               filet of sol stuffed with spinach and mushrooms garnished
               with vibrant edible flowers and places it between Jon and
               Sophia.



               EXT. THUG'S APARTMENT- EVENING

               Guy, OC, Bee, and Q are leaving Thug's apartment.  Guy's
               Mustang is parked in front.

                                   GUY 
                         OC and Bee take the Hooptie.  Q,
                         you ride with me.

                                   BEE
                         Why we can't be out?

                                   OC
                         Yeah why we gotta take the chump
                         car?

                                   GUY 
                         I think you just answered your own
                         question.  Let's move.

               Guy and Q get into the black Mustang.  Guy starts the car
               peels off.



               EXT. ROOFTOP - MOMENTS LATER

               Waiter One is clearing the table.  Jon and Sophia are
               nibbling at tiramisu.

                                   JON
                         Fabulous. Too bad I don't have my
                         trumpet.

               Waiter Three brings a gift wrapped box and presents it to
               Jon. He opens it.

                                   JON (cont'd)
                         A Dave Monette.

               Jon fingers the trumpet, takes a sip of water and gets up
               from his seat. Jon starts playing 'SIMPLE MELODY' as he looks
               out at the city. Sophia walks up behind him and puts her arms
               around him.

                                   SOPHIA 
                         I could listen to you play forever.

               As Jon continues to play Sophia nudges him forward.

                                   JON
                         I think we are close enough to the
                         edge.

                                   SOPHIA
                         Are you ready to fly?

                                   JON
                         I don't do drugs, and I left my
                         wings at home.

                                   SOPHIA
                         No silly, over here.

               Sophia leads Jon over to the waiting helicopter. As Sophia
               and Jon approach the helicopter the Fourth Waiter opens Jon's
               door.

                                   JON
                         Where's the pilot?

                                   SOPHIA
                         I told you I was driving.

                                   JON
                         Get the hell out of here.

                                   SOPHIA
                         I went into the Navy right after
                         high school, and due to my high
                         intelligence, they put me right
                         into their pilot training program. 

                                   JON
                         If you say so.

                                   SOPHIA
                         Don't worry. It'll be fun.

               Sophia gets into the pilot seat as Jon gets into the
               passenger seat.  The Fourth Waiter closes Jon's door and
               places a black object over the lock.  

               Sophia does her pre flight check. 

               Jon is having trouble with his safety harness.

                                   SOPHIA (cont'd)
                         This was supposed to be taken care
                         of weeks ago.  I guess we're
                         grounded.

                                   JON
                         Oh no.  This I gotta see.

               Jon tries his safety harness a few more times.  It clicks.

                                   JON (cont'd)
                         There I got it.  Let's go.



               I/E. HELICOPTER - MOMENTS LATER

               Sophia and Jon are flying high over the city.

                                   SOPHIA 
                         The view is breathtaking, isn't it?

                                   JON 
                         The view from where I'm sitting is
                         just fine.

                                   SOPHIA
                         Don't pour it on too thick, or I'll
                         have to pull over.

               The helicopter continues to soar high over city hall and
               towards the waterfront.

                                   JON
                         I still can't believe you can fly.

               The helicopter buckles against an air current.

                                   JON (cont'd)
                         Or maybe not.

                                   SOPHIA
                         The air's a bit choppy tonight.

                                   JON
                         Maybe we should land.

                                   SOPHIA
                         Are you scared?  Don't be scared.

                                   JON
                         Look, there's my place.

                                   SOPHIA
                         Want me to drop you off?

               The helicopter experiences more turbulence causing Jon's
               safety harness to come undone.

                                   JON
                         Aw shit.

               Sophia looks and sees that Jon's safety harness has come
               undone. 

                                   SOPHIA
                         It was fun while it lasted.  I'm
                         going to take her in.



               EXT. ROOFTOP - NIGHT

               Waiter Four is smoking a cigarette while Waiter One and
               Waiter Two are clearing the table.  Waiter Four is still
               wearing his gloves.

                                   WAITER TWO
                         You could help you know.

                                   WAITER FOUR
                         I'll be right there.

               Waiter Four walks towards the edge and pulls out a small pair
               of high-powered binoculars to view the helicopter.  He takes
               a drag of his smoke and leaves the cigarette smouldering
               between his lips. 

                                   WAITER TWO
                         Look he's still wearing those
                         sweaty gloves. 
                             (yells to waiter four)
                         You can take the gloves off now.

               Waiter Four pulls out a silenced Walther PK7 then turns and
               kills Waiter One and Waiter Two with two kill shots to the
               head. Waiter Four tosses the gun and returns to his
               binoculars and the helicopter.  Waiter Four TAKES ANOTHER
               DRAG AND PULLS OUT A FLASHING ELECTRONIC DETONATOR.  Waiter
               Four continues viewing the helicopter as he presses the
               detonator.



               I/E. HELICOPTER - CONTINUOUS

               Jon is trying to get his harness to snap as Sophia radio's
               for landing clearance.

                                   SOPHIA 
                             (to radio)
                         This is B- T -Q-N- 6-

               Just as Sophia banks right there is a small EXPLOSION. 

                                   SOPHIA (cont'd)
                         Oh my god!



               THE HELICOPTER ROCKS FROM THE EXPLOSION, AND Jon's DOOR FLIES
               OPEN.  MORE TURBULENCE HITS THE HELICOPTER CAUSING Jon TO
               SLIP TOWARD THE OPEN DOORWAY.  HE GRABS HIS SAFETY HARNESS AS
               HIS LEGS DANGLE OUT.  Jon LOOKS AND SEES THE CITY BENEATH
               HIM.  Sophia INSTINCTIVELY  REACHES OUT TO Jon AND LOSES
               PITCH CONTROL CAUSING Jon's HARNESS TO SLIP EVEN FURTHER. Jon
               SEES THE CITY BELOW HIM AND REACHES FOR Sophia, BUT SHE PULLS
               HER HAND BACK TO REGAIN CONTROL OF THE HELICOPTER.

                                   SOPHIA 
                         Just hold on!  I'm going to find a
                         flat roof.

               The explosion has caused damage making the helicopter wobble
               and smoke.  Jon's harness loosens further causing Jon to fall
               completely out of the helicopter. 

                                   SOPHIA (cont'd)
                             (screaming)
                         Jon!  Jon!

               Jon grabs the landing gear to keep from falling to his death. 

                                   SOPHIA (cont'd)
                         Jon!

                                   JON 
                         Help, I'm in The Matrix.

                                   SOPHIA
                         Oh my god!  Hold on baby! 

               Sophia descends toward a high rise apartment with Jon
               clinging to his life.  Sophia navigates the gusty wind and
               lowers the helicopter a few feet from the rooftop.  

               Jon drops and rolls onto the rooftop and breathes a huge sigh
               of relief.  

               Sophia lands the helicopter a few feet away.  Sophia shuts
               down the helicopter and rushes to embrace Jon.

                                   SOPHIA (cont'd)
                         Oh my god!  Jon!

               Sophia embraces Jon and kisses his face all over, warmly,
               passionately.  Jon stops her, pushes her away, stares into
               Sophia's eyes,  and pulls her back to a passionate kiss. 
               They kiss and kiss some more then Sophia hastily starts to
               undress Jon as their heat grows stronger.  Jon rips off
               Sophia's clothes.  Sirens approach in the background.  The
               moment consumes them. They kiss and embrace. Just as they are
               about to copulate two fireman burst onto the roof carrying
               rescue gear.  Jon and Sophia stand in embarrassment. Two more
               Fireman arrive with a hose.

                                   FIREMAN ONE
                         Relax guys.  They already have a
                         hose.

               The four Fireman look at Jon who has moved in front of
               Sophia. Fireman One  pulls two blankets out of his gear and
               walks toward Jon and Sophia.

                                   FIREMAN ONE (cont'd)
                         So let me guess...your clothes got
                         caught in the rotor.

               Jon takes the blankets covers Sophia then himself.  

                                   JON 
                         Something like that.

                                   FIREMAN ONE
                         Let's get you out of here.

               Fireman One escorts Jon and Sophia towards the exit.  

                                   FIREMAN ONE (cont'd)
                         You know you look familiar.

                                   JON 
                         I get that alot.

                                   FIREMAN ONE
                         No, really.  You in the fraternity?

                                   JON
                         Maybe you've seen me at a jazz
                         concert.  I play trumpet.

                                   FIREMAN ONE
                         When's the last time you seen a
                         fireman at a jazz concert unless
                         the stage was on fire?

                                   JON
                         We have been known to have that
                         affect.

                                   FIREMAN ONE
                         No really, maybe you got a brother
                         on the force or something.

                                   JON
                         Family of musicians bro.  

               They enter the elevator, and the door closes.



               I/E. GUY'S MUSTANG - EVENING

               Guy is talking to Q.

                                   GUY 
                         Yo my nig, I want you to keep an
                         eye on OC.  He seems shifty to me.

                                   Q
                         I'll pop that nigga?

               Q pulls out a Dessert Eagle hand cannon.

                                   GUY
                         Chill my nig.  Just keep your eyes
                         open.

                                   Q
                         That nigga's a narc?

                                   GUY
                         You think you could tell a cop if
                         you spotted one?

                                   Q
                         Don't shit get by me my nig.

                                   GUY
                         I think he might be trying to skim
                         off the top.

                                   Q
                         Just let me gat him up.

                                   GUY
                         Just chill.  Keep your piece in
                         your pants.

                                   Q
                         What?

               Q puts his gun to Guy's temple.

                                   Q (cont'd)
                         Don't nobody talk to me like that. 
                         I'll shoot my momma, I swear to
                         god.

                                   GUY
                         You wanna take that shit out my
                         face.

                                   Q
                         Say something else.

               Q puts the gun away and starts laughing.

                                   Q (cont'd)
                         I was just fucking with you G.  I
                         always wanted to be an actor.  You
                         should have seen your face.  You
                         was shook.

                                   GUY 
                         Nigga please.  Like that was the
                         first time I had a gun in my grill.



               I/E.  SOPHIA'S JAGUAR  - LATER

               Jon and Sophia are riding along Columbus Blvd.

                                   JON
                         So where are we headed?

                                   SOPHIA
                         We're already here.

                                   JON
                         I was wondering if you could be
                         around a little more.

                                   SOPHIA 
                         Meaning...

                                   JON
                         Unless you have a family somewhere
                         you're hiding.

                                   SOPHIA
                         What about my work.

                                   JON
                         Maybe you've worked enough.

               Jon and Sophia look at each other silently.

                                   SOPHIA
                         Does it bother you that I make more
                         money than you?

                                   JON
                         Not at all.

                                   SOPHIA
                         Then what?

                                   JON
                         I just wonder why you keep doing
                         what you do.  It's not like you
                         need more money.

                                   SOPHIA
                         Maybe we should talk about this in
                         bed.

                                   JON
                         It's not just about the sex for me.

                                   SOPHIA
                         So what are you saying.

                                   JON
                         You know.

                                   SOPHIA
                         A storm is coming.



               EXT. PHILADELPHIA STREETS - EVENING

               Guy is driving down Broad Street, near Temple University. 
               Guy's cell phone rings.  Guy turns on his wipers as it begins
               to rain.

                                   GUY 
                         Yo, what up?

                                   CAPTAIN ONE (V.O.)
                         I got a flat, and I don't want to
                         use roadside assistance if you know
                         what I mean.

                                   GUY
                         Where you at?

                                   CAPTAIN ONE (V.O.)
                         Ninth and Luzerne.

                                   GUY
                         Be right at you.



               INT. JON'S LOFT - EVENING

               The storm intensifies. 

               Inside Jon'S BEDROOM HAS TAKEN ON A MEDIEVAL ELEMENT, HEAVY
               DARK VELVET DRAPES, BLACK CANDLES, His wrought iron four
               poster bed has become a bondage chamber with handcuffs and
               velvet ropes hanging from the iron rings. 

                                   SOPHIA (O.S.)
                         I didn't even know you had another
                         entrance.

               We hear keys being jangled and a door being opened and shut.
               Jon and Sophia enter through a split in the velvet drapes.
               Sophia looks around.

                                   SOPHIA (cont'd)
                         Looks like you got naughty things
                         on your mind.

               Jon lights the candles.

                                   JON
                         Don't get too comfortable.

                                   SOPHIA
                         I should have brought my whip.

                                   JON 
                         Don't worry.

               Lightning crackles.



               INT. JACK'S LOFT- BEDROOM - CONTINUOUS

               Sophia is wearing a black bra and panties with her hands
               handcuffed to the posts and her legs spread and tied at the
               ankles with red velvet rope. Jon is topless in skin tight
               leather pants.

                                   JON 
                         Comfy?

                                   SOPHIA 
                         I'm dripping wet.

                                   JON
                         Oh, I forgot, one more thing.

               Jon grabs a leather muzzle with a red ball gag from behind
               his back.

                                   SOPHIA
                         How deep are you taking this?

                                   JON
                         To the bottom.  Now I'm going to...

                                   SOPHIA 
                         You're gonna what?

                                   JON
                         I think it's time for the truth.

                                   SOPHIA
                         You don't want to know what I'm
                         thinking.

               Jon takes a cat o' nine tails and softly whips Sophia's legs.

                                   JON
                         I was hoping you were thinking
                         about our little problem.

                                   SOPHIA
                         Falling in love is a problem?

                                   JON
                         The games are over.

               He whips her a little harder.

                                   SOPHIA
                         It seems they're just beginning.

                                   JON
                         I know who you are.

                                   SOPHIA
                         And who am I, Mr. Jazzman?

                                   JON
                         You're the phantom.

                                   SOPHIA
                         You're an undercover cop, and I
                         love you.

                                   JON
                         I don't want to send you to jail.

               He whips her a little harder.

                                   SOPHIA
                         Run away with me.

                                   JON
                         After what you've done?

                                   SOPHIA
                         Do you love me?

                                   JON
                         You hurt my brother.

                                   SOPHIA
                         If you love me then nothing will
                         happen to him.

                                   JON
                         No more games.

               Jon whips her legs with some intensity causing Sophia to arc
               her back.

                                   SOPHIA
                         Believe me.

                                   JON
                         And you broke into my place?

               He whips her again.

                                   SOPHIA
                         Only to surprise you.  You learn a
                         lot in the Navy.

                                   JON
                         And you didn't have anybody try to
                         run me down?

               He raises the whip.

                                   SOPHIA
                         Didn't you here me?  I'll admit
                         when I first found out, I was going
                         to have my fun and then have you
                         dismissed. 

               Jon whips her harder.  Sophia grimaces.

                                   JON
                         Have me dismissed.

                                   SOPHIA
                         But somewhere along the way things
                         got real.  You do that again and so
                         help me.

               He whips her and Sophia's adrenaline and excitement cannot be
               contained.  He presses up against her.  Kisses her, reaching
               down into her panties.

                                   JON
                         So here we are.

                                   SOPHIA 
                             (whispers)
                         There's something else.

               They kiss closely, and Sophia whispers into Jon's ear.

                                   JON
                         You mean Anita?

               Sophia whispers into Jon's ear again.

                                   JON (cont'd)
                         What a tangled web. 



               EXT. PHILADELPHIA STREETS - LATER

               Captain One is standing in the rain next to his black
               Cadillac STS-V. The rear passenger side is jacked up. Guy
               pulls up behind Captain One, gets out and walks over.

                                   GUY 
                         What are those firestones?

                                   CAPTAIN ONE
                         Ha-ha, just grab the spare out of
                         the trunk.  I still got a bullet in
                         my back.  Any heavy lifting and I
                         could end up paralyzed. 

                                   GUY
                         Don't sweat it.

               Guy goes to get the spare. As Guy bends over the open trunk
               Captain One hits him from behind with a tire iron, knocking
               him into the trunk.  Captain One closes the trunk, kicks out
               the jack, gets in his car and pulls off.



               INT. SOPHIA'S NEW JERSEY ESTATE-GARAGE - EVENING

               Detective Rodriguez and Captain One are standing by the open
               trunk of Captain One's Cadillac with Guy still inside.

                                   DETECTIVE RODRIGUEZ
                         There were still five hours on the
                         clock.

                                   CAPTAIN ONE
                         He's a fuckin' pig.  What
                         difference does it make?

                                   DETECTIVE RODRIGUEZ
                         You know how she is about following
                         directions.

                                   CAPTAIN ONE
                         I say we kill him now.

               Detective Rodriguez's cell phone rings. He answers.   It's
               Sophia.

                                   DETECTIVE RODRIGUEZ
                         Where are you?

                                   SOPHIA (V.O.)
                         I'm fine.

                                   DETECTIVE RODRIGUEZ
                         Dumb ass here jumped the gun on
                         your little plan.

                                   SOPHIA (V.O.)
                         What?  You didn't kill him did you?

                                   DETECTIVE RODRIGUEZ
                         He'll be a little sore tomorrow.

                                   SOPHIA (V.O.)
                         Keep him there.  Wait for my call.



               INT. JON'S LOFT- BEDROOM - EVENING

               Sophia is still in bondage.  One hand is free.  Jon's phone
               rings.  He answers.   It's Chief.

                                   JON
                         Yes?

                                   CHIEF (V.O.)
                         She'll see you first thing in the
                         morning.  Everything okay?

                                   JON
                         You bet.

                                   CHIEF (V.O.)
                         Get some rest.

               Jon hangs up and toys with the whip.

                                   SOPHIA 
                         Can you let me out now.

                                   JON 
                         How do I know you're not setting me
                         up.

                                   SOPHIA
                         You have to trust me.  I can leave
                         it all behind as long as you're
                         with me.

                                   JON
                         Well.

               Jon whips Sophia and removes her clothing and kisses her
               body.



               INT.  SOPHIA'S NEW JERSEY ESTATE-GARAGE - EVENING

               Guy is tied up and seated across from Detective Rodriguez who
               has a gold plated HK P7 semi-automatic on his lap.

                                   GUY 
                         I told Jon I saw you outside of the
                         Art Museum.  So whose side are you
                         really on?

                                   DETECTIVE RODRIGUEZ
                         The side with the money.  I got
                         kids to feed.

                                   GUY
                         How about I just keep working for
                         you?  Since really I been working
                         for you anyway.

                                   DETECTIVE RODRIGUEZ
                         Interesting but unlikely.

                                   GUY
                         I've been re-evaluating.  I'll have
                         more with you after two years than
                         twenty on the force.

                                   DETECTIVE RODRIGUEZ
                         Chief is expecting you to bust
                         somebody.

                                   GUY
                         You got away.

                                   DETECTIVE RODRIGUEZ
                         Maybe we can work something out. 
                         It's always good to have a man on
                         the inside.

                                   GUY
                         You mean another man on the inside.

                                   DETECTIVE RODRIGUEZ
                         Exactly.



               EXT. PHILADELPHIA CITY HALL - DAY

               Jon is walking across the city hall courtyard to the tower
               stairs. Jon starts to walk up the stairs.



               INT. PHILADELPHIA CITY HALL-MAYOR'S OFFICE - DAY

               Jon is walking into the Mayor's outer office and over to her
               receptionist.

                                   JON
                         Detective Jon Bey.

                                   RECEPTIONIST
                         She isn't back from a breakfast
                         function.

                                   JON
                         I'll wait.

               Jon sits in a nearby chair.

                                   RECEPTIONIST
                         She might be awhile.

               The Mayor walks in with an aide.

                                   MAYOR
                             (to aide)
                         So reschedule the teamsters and the
                         Philadelphia duck society.

               The Mayor notices Jon.

                                   MAYOR (cont'd)
                         Ted told me you'd be by.  Give me a
                         minute.

               The Mayor walks into her inner office with the aide. Jon
               continues to wait. After a few moments the AIDE walks out.

                                   AIDE
                         The Mayor will see you now.

               Jon gets up and walks into the Mayor's office.

                                   MAYOR
                         Wasn't expecting to see you again
                         so soon?

                                   JON.
                         I wasn't expecting that you were a
                         beguiling bitch.

                                   MAYOR
                         Pardon me?

               The Receptionist buzzes the Mayor.

                                   RECEPTIONIST (V.O.)
                         Your eight thirty is here.

                                   MAYOR
                         Reschedule them.

                                   NERD (O.S.)
                             (yells)
                         Ducks are people too.

                                   JON
                         Don't play games.  It's been you
                         the whole time.  

                                   MAYOR
                         Where do you get such nonsense?

                                   JON
                         You set me up.

                                   MAYOR
                         I was merely pointing you in the
                         right direction.

                                   JON
                         You were trying to eliminate your
                         competition.

                                   MAYOR
                         I was trying to rid the city of
                         drugs.

               The Mayor quietly slides a Derringer .38 Special from her
               desk.

                                   JON 
                         You going to shoot me?  In your
                         office.  C'mon Anita.

                                   MAYOR
                         Sophia's been playing you from the
                         start.  Do you think you're going
                         to run away and live happily ever
                         after?  She's not the type.

                                   JON
                         Like you know you manipulative
                         conniving succubus.  You haven't
                         even been honest with Ted.

                                   MAYOR
                         She's probably gone already, and
                         you have no hard evidence against
                         me.  Besides who would ever believe
                         that Philadelphia's favorite mayor
                         was a drug dealer on the side.  Now
                         I trust you'll do your job and
                         leave me to do mine.

                                   JON
                         You're insane.

                                   MAYOR
                         You may not like my methods, but I
                         get results.  Now go see if your
                         precious love is waiting.

                                   JON.
                         I'll be back.



               EXT. PHILADELPHIA STREETS - MOMENTS LATER

               Jon is weaving his motorcycle through traffic.



               INT. MAYOR'S OFFICE - CONTINUOUS

               The Mayor is taking money from a wall safe and putting it in
               her briefcase. She stops to press the intercom.

                                   MAYOR
                         Nancy, cancel everything for the
                         rest of the day.

                                   RECEPTIONIST (V.O.)
                         Is everything okay?

                                   MAYOR
                         I'm feeling a little ill.  No more
                         Bruno's for breakfast.



               INT. JON'S LOFT - MOMENTS LATER

               Jon rushes in.

                                   JON  
                         Sophia?  Darling, I'm home.

               Jon walks through the apartment and up the spiral stairs.  On
               the bed is a note that says "I love you."  Jon races back
               out.



               EXT. PHILADELPHIA STREETS - MOMENTS LATER

               Jon is riding his motorcycle through the streets of
               Philadelphia back to city hall.



               INT. MAYOR'S OUTER OFFICE - MOMENTS LATER

               The Receptionist is drinking coffee. Jon rushes in. 

                                   RECEPTIONIST
                         She left.

                                   JON 
                         Where did she go?

                                   RECEPTIONIST
                         She didn't say.

                                   JON
                         Of course she did.  You're her
                         trusted secretary.

                                   RECEPTIONIST
                         I am a personal assistant. She said
                         she wasn't feeling well and was
                         going home to take a nap.

               Jon takes out his cell phone to make a call.

                                   JON
                         Pick me up at City Hall.



               EXT. WYNNFIELD, PHILADELPHIA - LATER

               Wynnfield is a lovely old tree lined section of Philadelphia
               with large three story stone and brick houses. The Mayor
               lives in one such house. Jon and Chief pull up in Chief's
               unmarked squad car, park and get out.

                                   CHIEF
                         I don't see her car. Or the Blues
                         that are supposed to be on watch.

                                   JON 
                         You wouldn't have a key?

               Chief knocks at the door.  No answer. 

               Jon picks the lock.

                                   CHIEF
                         That's breaking and entering.

                                   JON
                         Then wait outside.

               Chief rushes inside.

                                   CHIEF
                             (yells)
                         Anita?  It's Ted.

                                   JON
                         They're gone.

               Jon starts to walk through the house.

                                   CHIEF
                         What about Guy?

                                   JON
                         Let's go.

                                   CHIEF
                         I'll call over to Jersey.



               EXT. SOPHIA'S NEW JERSEY ESTATE - CONTINUOUS

               A REPORTER is giving a live report.  In the background four
               New Jersey state troopers are joined by a forensics van.

                                   REPORTER
                         It is also being reported that the
                         disappearance of Philadelphia Mayor
                         Anita Brickman is also tied into
                         this so called phantom.  

               Chief walks out, followed by a hooded Guy being escorted by
               Jon.  

                                   REPORTER (cont'd)
                         The police are escorting someone
                         out of the house now. Could this be
                         the phantom?  

               The Reporter walks towards the group.  Chief breaks away to
               cut her off.

                                   REPORTER (cont'd)
                         Sir is that the phantom?

                                   CHIEF
                         All I can say at this time is we
                         have reason to believe that this
                         house was part of a complex network
                         of drug traffickers.

                                   REPORTER
                         What about the reports that the
                         mayor was somehow involved?

                                   CHIEF
                         No comment.

                                   REPORTER
                         What about-

                                   CHIEF
                         That's all for now.

               Chief walks away.

                                   REPORTER
                         Stay tuned as we continue to track
                         this story. Live from Swedesboro,
                         New Jersey, I'm Jasmine Calista.



               EXT. CHARLIE CHAMBERS' SPANISH VILLA - DAY

               Charlie Chambers is waiting outside as his Jaguar limousine
               pulls in through the gates and stops in front of him. Out
               steps the Mayor.

                                   CHARLIE CHAMBERS
                         How was your flight?

                                   MAYOR
                         You know how I hate to fly.

                                   CHARLIE CHAMBERS
                         Well come inside.  Have a drink. 
                         Calm your nerves.  Then we'll talk.

               They walk inside and go to the study.  They are seated by the
               window in large leather armchairs. Between them is a small
               round table with a tile mosaic of the grim reaper.  Pedro
               brings two drinks and places them on the table then leaves. 
               The Mayor picks up her drink and takes a large sip.  She
               savors the warming affects of the alcohol.

                                   MAYOR
                         I told you all along that I was the
                         right woman for the job. 

                                   CHARLIE CHAMBERS
                         Don't you think we should have
                         discussed this?

                                   MAYOR
                         I'm not the one sleeping with a
                         cop.  I did you a favor.  Don't
                         have bad judgement just because
                         she's your daughter.  Now we can
                         move forward.

               The Mayor takes another sip of her drink.  Sophia walks in.

                                   SOPHIA 
                         Sounds like a plan.

                                   MAYOR
                         What the fuck?

                                   CHARLIE CHAMBERS
                         You seem surprised?

                                   SOPHIA
                         I can't believe you.

                                   MAYOR
                         If I recall it was your father's
                         man that killed Jon's father.
                         That's how it's always been us
                         against them.

                                   SOPHIA
                         You've been trying to get your
                         claws into my father since my
                         mother died. 
                         Why do you think he supported your
                         political career?  To keep you as
                         far away as possible.  

                                   MAYOR
                         Fuck you.

                                   SOPHIA
                         Pretending to be my friend when all
                         along you've been divisive at every
                         turn. Plotting and planning.  I do
                         remember how you love a good
                         screwdriver.

               The Mayor throws the glass down.

                                   MAYOR
                         I thought I was part of this
                         family?  

                                   CHARLIE CHAMBERS
                         After what you did...

                                   MAYOR
                         But... I was only keeping things in
                         order.

                                   CHARLIE CHAMBERS
                         I give the orders.

                                   MAYOR
                         But...

                                   CHARLIE CHAMBERS
                         But nothing.

               The Mayor quivers and passes silently into death. 

                                   SOPHIA 
                         I don't know what she was thinking.

                                   CHARLIE CHAMBERS
                         She's not thinking anything now. 
                         Pedro, limpiar. 

               Pedro walks in.

                                   CHARLIE CHAMBERS (cont'd)
                         Get help if you need it.

                                   PEDRO
                         Si, Signor.

               Pedro leaves to get help.

                                   SOPHIA 
                         I hope he understands I had to do
                         it this way.

               Pedro walks back in with Juanito to remove the Mayor's body.



               INT. JON'S LOFT - DAY

               Jon and Guy are talking.

                                   JON
                         What you think about the Birds this
                         year?

                                   GUY 
                         The usual.  Improve at every skill
                         position, and they have a chance. 
                         Just like you'll have the itch to
                         be chasin' down bad guys.

               Jon notices an envelope on the floor and picks it up.  Jon
               opens the envelope.  Inside is a plane ticket and a letter
               from Sophia.  While Jon is reading the letter Guy's cell
               phone rings, it's Detective Rodriguez.

                                   DETECTIVE RODRIGUEZ (V.O.)
                         Are you still with me?

                                   GUY 
                         Yeah.

                                   DETECTIVE RODRIGUEZ (V.O.)
                         Good.  Meet me at Pier Thirty-four
                         at ten.  Things are in motion.

               Guy hangs up.

                                   JON 
                         I don't think I'm going to be
                         getting that itch. 

               Jon shows Guy the ticket and the letter.

                                   GUY 
                         So that's it.

                                   JON
                         You have a problem?

                                   GUY
                         Why you say that?

                                   JON
                         The look on your face.

                                   GUY
                         It's not that.  

                                   JON
                         Help me pack.



               EXT. SOPHIA'S ISLAND VILLA - DAY

               A helicopter approaches Sophia's oceanfront villa, which is
               spread out over twenty manicured acres.  A small orchard
               encases the rear of the twenty thousand square foot main
               house. 

               There is a helipad thirty yards from the pool. 

               The helicopter lands and Sophia exits with Stix, Keys, and
               Bass.  They head toward Jon who is rising from a chaise
               lounge and heading to meet them.  

                                   BASS
                         Boy done hit the jackpot.

                                   KEYS
                         I think I saw this place on the
                         travel channel.

               They are all face to face and greet Jon.

                                   JON 
                         I would have come to meet you
                         but...

                                   KEYS
                         No sweat.  Where' my room at?

                                   BASS
                         Where do we set up?

                                   SOPHIA 
                         Wherever you want.



               EXT. SOPHIA'S ISLAND VILLA - EVENING

               The fire pits are blazing and the band is jamming on the
               gazebo as the maid, gardener and the rest of the staff claps
               and dances.  Sophia, seated, is silhouetted by the sunset.  A
               MAID meanders out with a telephone.

                                   MAID
                         You have a call Miss Sophia.

                                   SOPHIA
                         Thanks.

               Sophia takes the call.

                                   GUY (V.O.)
                         Everything's moving.

                                   SOPHIA
                         Any problems?

                                   GUY (V.O.)
                         Smooth sailing.

               Sophia hangs up and looks towards Jon who is smiling back.

               Two black helicopters approach.  As Sophia hears the
               approaching sound she gazes at Jon intently.  

               The band stops playing as they here the noise.  

               Jon looks at Sophia.  

               Sophia darts for the mansion.  Jon takes off after her as he
               draws his gun from a rear holster.

                                   JON
                         Sophia!  Wait.

               The rest of the band look at each other in disbelief. The
               band scatters while a dozen FBI agents exit from the two
               helicopters and surround the mansion. The helicopters rise to
               shine their spotlights over the massive villa.  Sophia is
               seen through a second story window.



               INT. SOPHIA'S ISLAND MANSION - EVENING

               Sophia is running down a hall and into an adjoining room. 
               She rushes toward a sculpture resting on a pedestal.  She
               removes a panel from the pedestal and removes a gold-plated
               Walther PP7, several documents and a few stacks of cash. She
               dials her cell phone.

                                   SOPHIA 
                         Dad, I need your help.

                                   CHARLIE CHAMBERS (V.O.)
                         After you blatantly disobeyed me
                         when I told you he was a cop.  You
                         come to me for help?

                                   SOPHIA
                         I can always count on you, right? 
                         Dad?

                                   CHARLIE CHAMBERS
                         What can I do?  

               The phone goes dead.

                                   SOPHIA
                         Bastard.



               INT. SOPHIA'S ISLAND MANSION - CONTINUOUS

               Jon is searching the house for Sophia. He rushes the door of
               the study then heads for the grand stair case.

                                   JON.
                             (calls out)
                         Sophia!  Darling?  Where are you? 
                         Why did you run away?

               Jon climbs the stairs with his weapon drawn.

                                   SOPHIA (O.C.)
                         I love you.

                                   JON.
                         Sure you do.  

               Jon reaches the top of the stairs and peaks down the hall. He
               crosses to the first bedroom.

                                   JON. (cont'd)
                         You know how many junkies I've
                         seen.  My aunt ruined her life
                         because of drugs.

               Jon checks the room.

                                   SOPHIA (O.C.)
                         We all make our own choices.

               Jon continues down the hall.

                                   SOPHIA (cont'd)
                         You said you'd run away with me.

                                   JON.
                         You said you'd leave it all behind.

                                   SOPHIA (O.C.)
                         I'm not going to jail.

               Jon opens the next door and finds nothing.

                                   JON
                         You know I did some research and
                         your father was responsible for the
                         death of my father.

               Jon continues to walk down the hall.

                                   SOPHIA (O.C.)
                         What does that have to do with us.

                                   JON
                         Everything.  Your father gave you
                         the keys to the whole operation and
                         you've been rolling ever since.  So
                         who knows how many deaths you are
                         ultimately responsible for.  To
                         think I almost fell for you.  Sweet
                         Sophia.

                                   SOPHIA (O.C.)
                         You're breaking my heart.  We were
                         not a violent organization by any
                         means.   In fact your brother
                         killed one more man than all of my
                         bosses combined.

               Jon enters a large ornate bathroom, facing a gilded oval
               mirror.

                                   JON
                         A small price to pay.

                                   SOPHIA (O.C.)
                         You put a price on love.

                                   JON
                         The Sophia I knew is long gone.  My
                         brother tried to tell me but...

               Jon continues to walk down the hall and opens the door to a
               large room full of windows.  To the left of him is a large
               mirror.  Jon walks toward the mirror.  

                                   SOPHIA (O.C.)
                         I tried to let it go, but my father
                         wouldn't let me.

                                   JON
                         And where is he now?

               Jon looks into the mirror and sees Sophia standing behind
               him.

                                   JON (cont'd)
                         You profess to love me, but you
                         keep things from me.

                                   SOPHIA
                         I was afraid.  

               Sophia starts to walk toward Jon.  The helicopter is catching
               shadows.

                                   JON.
                         Sophia you have money.  You'll do
                         some time at a country club and...

                                   SOPHIA
                         And what?  You'll be waiting for
                         me.  I don't think you could send
                         me to jail, I get out and then we
                         live happily ever.

               Jon starts to walk toward Sophia.  The helicopter noisily
               probes it's beam through the window onto Sophia.

                                   SOPHIA (cont'd)
                         But you win.

               She raises her gun to give it to Jon.  Jon looks at the
               helicopter.

                                   JON
                         Sophia. No!

               Jon runs toward the helicopter spotlight just as the
               helicopter fires.  Jon jumps in front of Sophia and catches
               most of the bullets and falls to the ground. An FBI agent
               approaches. 

                                   FBI AGENT ONE
                         Put down your weapon.

                                   JON.
                         So this is love.

                                   FBI AGENT ONE
                         Drop the weapon now!

                                   SOPHIA
                         I love you.

               Sophia raises the gun, and the FBI agent immediately opens
               fire, tattering Sophia who crumples to the ground facing Jon.

                                   THE END


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