1 INT WELTON ACADAMY DINING HALL - DAY - VARIOUS SHOTS 1

CREDITS ROLL

On the left is a life-sized mural depicting a group of young

school boys looking up adoringly at a woman who represents

liberty. On the right is a mural showing young men gathered

around an industrialist in a corporate boardroom. Between the

murals stands a boy.

An odd, blaring MUSICAL SOUND starts and stops, interrupted

by the noise of pumping. A teacher hurries to the boy,

adjusts his tie, and leads him off.

On another wall is a full-sized portrait of a 19th century

Scotsman in a kilt. In front at this, young boys carrying

banners, and several elderly men in old-fashioned costumes

assembling into a processional formation. Nervous younger

boys (7th graders) are shown their places in line and handed

candles. They light each others.' candles until all their

candles are lit.

Suddenly the MUSIC BLASTS FORTH in its full splendor. It is

a BAGPIPE. The bagpiper, in a kilt like the one in the

portrait, begins a processional march.

2 INT CORRIDOR ADJACENT THE DINING ROOM - SAME 2

The bagpiper enters a long slate and stone hallway. The

haunting timbre of his antiquated instrument reverberates

through the building. Momentarily, he is followed by the

other processional marchers. He leads them down the corridor

and down a threshold staircase into:

3 INT. WELTON'S OLD, STONE CHAPEL - CONTINUOUS 3

Where two hundred high school-aged boys--most of whom wear

black blazers--sit on either side of the central aisle

watching the procession move onto the dais in front. Beside

most of these boys are their parents.

VARIOUS ANGLES ON THE PROCESSION

FOUR 16-YEAR-OLD Boys CARRY BANNERS.

Each boy is dressed in an archaic, turn-of-the-century

outfit. On each banner is emblazoned a different word. One

reads "TRADITION," another reads "HONOR",' a third reads

DISCIPLINE, the last reads 'EXCELLENCE."

THE ELDERLY MEN

in their 70s and SOS, obviously the school's oldest alumni,

each wearing a name tag and the uniform of his day, make their

way toward the stage.

THE SEVENTH GRADERS

carrying candles are nervous and self-conscious. Most

concentrate intently on keeping their candles lit while they

march. One young boy's candle has gone cut and he can barely

keep from crying.

The bagpiper stands at the corner of the dais, marching in

place. Behind him, in black robes, sit the school's 30-odd

teachers. The processional's elderly alumni fill the chairs

of honor on the dais.

The four young BANNER CARRIERS peel off from the main aisle

and take seats beside their parents in the audience. The 7th

graders take seats with their parents too. A purple and black

robed man who brings up the rear of the procession walks up to

the podium. Me is HEADMASTER GALE NOLAN, a big man, in his

mid-60s. The music stops.

NOLAN

Ladies and gentlemen, distinguished

alumni, and students: This year marks

the one hundredth year that Welton

Academy has been in existence.

Applause begins. Soon the whole room is standing in a

thunderous ovation. After an appropriate amount of time,

Nolan motions for everyone to be seated.

NOLAN (CONT'D)

One hundred years ago, in 1859, forty-one boys sat in this

room and were asked the same question that now greets you at

the start of each semester: Gentlemen, what are the four

pillars?

All of the students stand at attention. Find TODD ANDERSON

sitting between his parents. Todd is 16, good looking, but he

seems beaten down, lacking confidence, unhappy. He wears a

name tag and no Welton blazer. When the others stand, Todd's

mother nudges him. Todd stands. He watches as the other

students:

ALL THE BOYS IN UNISON

Tradition! Honor! Discipline!

Excellence!

All the boys sit. Todd sits too. All is silent again.

NOLAN

In her first year, Welton Academy

graduated five students. Last year we

graduated fifty-one and over seventy-five

percent of those went to the Ivy League!

Applause. During it we rind KNOX OVERSTREET and CHARLIE

DALTON, both 16, and both in Welton blazers. Knox (sitting

between his parents) carries a banner. He has curly hair,

looks outgoing, is short but well built. Charlie, also with

his parents, has a handsome yet friendly face. He carries no

banner but, when Nolan mentions Ivy League, both these boys

fit the bill.

NOLAN (CONT'D)

This kind of accomplishment is the

result of fervent dedication to the

principles taught here. This is why you

parents have been sending us your sons,

and this is why we are the best

preparatory school in the United States.

(more applause)

New students

All turn to look at the new students the 7th graders and

transfer students. Todd Anderson is among them and he looks

incredibly self-conscious.

NOLAN (CONT'D)

The key to your success rests on our

four pillars. These are the bywords of

this school and they will become the

cornerstones of your lives. Welton

Society candidate Richard Cameron...

In the audience, not far from Todd is Richard CAMERON, one of

the banner carriers, 16, his father's little clone. He stands

eagerly to attention. Too eagerly.

CAMERON

Yes sir!

NOLAN

What is Tradition?

CAMERON

Tradition, Mr. Nolan, is love of school,

country, and family. Our tradition at

Welton is to be the best!

NOLAN

Good, Mr. Cameron. Welton Society

Candidate George Hopkins. Honor.

Cameron sits. His father beams smugly.

HOPKINS (O.S.)

Honor is dignity and the fulfillment of

duty!

NOLAN

Good, Mr. Hopkins. Honor Society

Candidate, Knox Overstress

Knox, as mentioned, is a banner-holder. He stands.

KNOX

Yes sir.

NOLAN

What is discipline?

KNOX

Discipline is respect for parents,

teachers, headmaster. Discipline comes

from within.

NOLAN

Thank you, Mr. Overstress. Honor

Candidate Neil Perry.

Knox sits. Knox's proud father and mother give him pats of

encouragement. NEIL PERRY stands. Whereas some boys have two

or three achievement pins an the lapels of their coats, Neil

has a huge cluster of them on the pocket of his jacket. Neil

is 16, intense, a born leader. However, there is more than a

hint of anger and dissatisfaction in his eyes. Beside him

sits his unsmiling father, MR. PERRY.

NOLAN

Excellence, Mr. Perry.

NEIL (rote)

Excellence is the result of hard work.

Excellence is the key to all success, in

school and everywhere.

Neil sits. He doesn't look at his father nor does his father

look at him.

NOLAN

Gentlemen, at Welton you will work

harder than you have ever worked in your

lives, and your reward will be the

success that all of us expect of you. I

would now like to call to the podium

Welton's oldest living graduate- Mr.

Alexander Carmichael, Jr., Class of 1866.

An octogenarian on stage shuns help from those beside him and

makes his way slowly--excruciatingly slowly--to the podium As

the audience rises to another standing ovation

DISSOLVE TO:

4 EXT. THE WELTON ACADEMY - MAIN LAWN - DAY 4

Welton Academy is a cluster of traditional weathered stone

buildings. The time is 1959 but at Welton this is irrelevant.

This school with its traditions is completely isolated from

the politics or trends of the outside world.

The students stand with their parents under a giant tent.

Finger food, coffee, tea and punch are laid cut on white

clothed tables.

Charlie's mother stands dotingly fixing Charlie's hair. Then

she kisses him.

Knox's father has his hand affectionately around his son.

Mr. Perry stands adjusting the achievement pins on Neil's

jacket.

Todd Anderson's parents stand chatting with another couple,

paying no attention to Todd who looks very much alone.

Mr.Nolan walks by and looks at Todd's name tag.

NOLAN

Ah, Mr. Anderson. You have some big

shoes to fill, young man. Your brother

was one of our best.

TODD

(faint, almost inaudible)

Thank you.

Neil's father, Neil in tow, approaches Nolan and interrupts.

MR. PERRY

(somewhat disturbed)

Gale. what's this I hear about a new

junior English teacher?

NOLAN

Mr. Gladden took the Headmaster's post

at Malford, so we've hired John Keating.

MR. PERRY

(suspicious)

A former student, I hear?

NOLAN

A star student, Mr. Perry. And he's

spent the last ten years teaching at the

McMillan School in Edinburgh.

MR. PERRY

(acting impressed)

Oh. McMillan.

Nolan looks around. He finds, then indicates:

ACROSS THE LAWN a black-robed teacher stands with his back to

us, staring at the beautiful Welton LAKE. As if he sensed he

was being watched, he turns and faces us. This is JOHN

KEATING, late 30s, sparkling eyes.

Nolan puts his arm on Mr. Perry's shoulder and leads him off.

NOLAN

Come meet him. You'll like him.

We watch Nolan escort Mr. Perry across the lawn and introduce

him to Mr. Keating who walks up to greet them. Todd stands

alone, looking around. Neil Perry, now left alone, does the

same. Both watch the other students saying good-byes to their

parents.

5 EXT. THE WELTON ACADEMY PARKING LOT - DAY 5

The 7th graders are saying good-bye to their parents. Chins

quiver. Young eyes hold back tears. Some boys sob. For most

of these young boys this is the first time in their lives that

they will be away from their parents and their homes, and it

is a devastating experience.

LONG SHOT, WELTON ACADEMY - SAME

Welton Academy sits in a lonely and isolated valley in woods

of Vermont. Though the setting is beautiful, its isolation

only highlights the loneliness that most of the 7th graders

feel at this moment.

6 OMIT 6

7 INT. THE WELTON ACADEMY OAK PANELED HONOR ROOM - DAY 7

The 50 or so members of the junior class sit in chairs or

stand around the room. The students that were featured

earlier are here: Todd Anderson, Neil Perry, Knox Overstress,

Charlie Dalton, Richard Cameron. All except Todd wear Welton

blazers. Todd sticks out and he knows it.

A staircase against a wall leads to a 2nd-floor door. That

door opens and down the stairs file five boys. An old teacher

(DR. HAGER) comes to the door and calls out five names.

HAGER

Overstreet, Perry, Dalton, Anderson,

Cameron.

These boys file up the staircase. As they do, a seated boy

(PITTS) leans to the boy next to him (STEVEN MEEKS). Meeks

has sweet egghead looks and very short hair. He wears a

pocket watch and chain.

PITTS

Who's the new boy?

MEEKS

(shrugs)

Anderson.

Old Hager sees this conversation.

HAGER

Misters Pitts and Meeks. Demerits.

Pitts and Meeks look down. Pitts glances at Necks and rolls

his eyes.

HAGER (CONT'D)

That's another demerit, Mr. Pitts.

Pitts' smile vanishes. Hager closes the door.

8 INT THE HEADMASTER'S OFFICE - SAME 8

The five boys take seats in a row of chairs facing Mr. Nolan.

Nolan sits behind his desk, a HUNTING DOG on the floor beside

him.

NOLAN

Welcome. back, Mr. Dalton. How's your

father?

CHARLIE

Doing fine, sir.

NOLAN

Your family move into that new house,

Mr. Overstreet?

KNOX

Yes sir, about a month ago.

NOLAN

Wonderful. I hear It's beautiful. (he

gives the dog a snack)

Mr. Anderson, since. you're new here,

let me explain that at Welton, I assign

extracurricular activities on the basis

of merit and desire. These activities

are taken every bit as seriously as your

class work... right, boys?

CHARLIE, CAMERON, KNOX

Yes sir!

NOLAN

Failure to attend required meetings will

result in demerits. Mr. Dalton the

school paper, the Service Club, soccer,

rowing. Mr. Overstress Welton Society

Candidates, the school paper, soccer,

Sons of Alumni Club. Mr. Perry Welton

Society Candidates, Chemistry Club,

Mathematics Club, school annual, soccer.

Mr. Cameron Welton Society Candidates,

Debate Club, rowing, Service Club,

forensics, Honor Council. Mr. Anderson

based on your record at Balincrest,

soccer, Service Club, school annual.

Anything else I don't know about?

Todd struggles. He looks like he is trying to speak but

nothing is coming out of his mouth.

NOLAN (CONT'D)

Speak up, Mr. Anderson.

TODD

(barely audible)

I would prefer rowing sir.

It is apparent that Todd's fear of speaking is overwhelming.

Nolan looks at him.

NOLAN

Rowing? Did he say rowing? It says here

you played soccer at Balincrest.

TODD

(again barely audible)

I...did...but...

Sweat breaks out on Todd's brow. He clinches his hands,

turning his knuckles white. He looks like he is going to

burst into tears. The other boys look at him.

NOLAN

You'll like soccer here, Anderson.

Dismissed.

The boys stand and exit. Todd looks absolutely miserable.

The teacher at the door calls out more names.

9 EXT. WELTON CAMPUS - DAY 9

The Welton students walk toward their dorms. Neil Perry

approaches Todd Anderson who walks alone. Neil offers his

handshake.

NEIL

I hear we're going to be roommates.

Neil Perry.

TODD

(softly)

Todd Anderson.

Todd keeps walking. There is an awkward silence.

NEIL

Why'd you leave Balincrest?

TODD

(overlap)

My brother went here.

NEIL

Oh, so you're that Anderson.

10 INT. THE JUNIOR DORM LOBBY - CONTINUOUS 10

Neil and Todd have walked into the dorm lobby.

TODD

My parents wanted me here all along but

my grades weren't good enough. I had to

go to Balincrest to pull them up.

NEIL

Well, you've won the booby prize. Don't

expect to like it here.

TODD

I don't.

11 INT. THE WELTON JUNIOR CLASS DORMITORY ROOM - DAY 11

Each small room contains two single beds, two closets, and

two desks. Suitcases sit on the floor. Neil enters. Richard

Cameron sticks in his head.

CAMERON

Heard you got the new boy. He's a hell

of a speaker, huh? Oops.

Todd Anderson walks in. Cameron ducks out. Todd has heard

Cameron s comment, but he ignores it. He puts his suitcase on

his bed and begins unpacking.

NEIL

Don't mind Cameron. He's an asshole.

There is a knock on the door. Knox Overstress, Charlie

Dalton, and Steven Meeks enter. Charlie speaks to Neil.

CHARLIE

Hey, I heard you went to summer school?

NEIL

Yeah, chemistry. My father thought I

should get ahead.

CHARLIE

Well, Meeks aced Latin and I didn't

quite flunk English so if you want, we've

got our study group.

NEIL

Sure, but Cameron asked me too. Anybody

mind including him?

CHARLIE

What's his specialty, brown-nosing?

Some chuckles.

NEIL

Hey, he's your roommate.

CHARLIE

That's not my fault.

Nobody is excited about Cameron but no one objects.

MEEKS

(to Todd)

I don't think we've met. I'm Steven

Meeks.

TODD

(shyly extending his hand)

Todd. Anderson.

Knox and Charlie offer Todd handshakes.

CHARLIE

Charlie Dalton.

KNOX

Knox Overstreet.

Todd shakes their hands.

NEIL

Todd's brother is Jeffrey Anderson.

CHARLIE

Oh yeah. Sure. Valedictorian, National

Merit Scholar

Todd nods affirmative.

MEEKS

Well, welcome to "Hell"ton.

CHARLIE

It's every bit as hard as they say.

Unless you're a genius like Meeks.

MEEKS

He flatters me so I'll help him with

Latin.

CHARLIE

And English, and trig

Meeks smiles. There is a knock on the door.

NEIL

It's open.

Neil's father enters. Neil is surprised.

NEIL (CONT'D)

Father. I thought you'd... gone.

All the boys stand.

MEEKS, CHARLIE, KNOX

Mr. Perry.

MR. PERRY

Keep your seats, boys. How's it going?

THE BOYS

Fine, sir. Thank you.

MR. PERRY

Neil, I've decided that you're taking

too many extracurricular activities.

I've spoken to Mr. Nolan about it and you

can work on the school annual next year.

NEIL

But father, I'm assistant editor.

MR. PERRY

I'm sorry, Neil.

NEIL

But father, it's not fair.

MR. PERRY

Fellows, would you excuse us a minute?

Mr. Perry walks into the hall, Neil follows.

12 INT. THE JUNIOR DORMITORY HALLWAY - SAME 12

MR. PERRY

I will not be disputed in public, do you

understand me?

NEIL

Father, I wasn't disputing you.

MR. PERRY

When you've finished medical school and

you're on your own, you can do as you

please. Until then, you will listen to

me.

NEIL

Yes sir. I'm sorry.

MR. PERRY

You know what this means to your mother,

don't you?

NEIL

Yes sir.

Using the pressures of guilt and punishment, Mr. Perry is the

most subtle of bullies. Neil's resolve crumbles in front of

his authoritarian father. Neil fills the pause.

NEIL (CONT'D)

You know me, always taking on too much.

MR. PERRY

Good boy. Call us if you need anything.

He turns and walks off.

13 INT. NEIL'S ROOM 13

The others wait in silence. A chastened Neil enters.

CHARLIE

Why doesn't he let you do what you want?

KNOX

Yeah! Tell him off! It couldn't get

any worse.

NEIL

Oh that's rich. Like you tell your

parents off, Mr. Future Lawyer and Mr.

Future Banker!

Neil takes the school annual achievement pin off his shirt

and hurls it at his desk.

KNOX

Wait a minute. I don't let my parents

walk on me.

NEIL

Yeah, you just do everything they say!

You'll be in daddy's law firm as sure as

I'm standing here.

(to Charlie)

And you'll be approving loans till you

croak.

CHARLIE

Okay, so I don't like it any more than

you do. I'm just saying

NEIL

Then don't tell me how to talk to my

father when you're the same way. All

right?!

KNOX

All right. Jesus, what are you gonna

do?

NEIL

What I have to do. Screw the annual.

MEEKS

I certainly wouldn't lose any sleep over

it. It's just a bunch of people trying

to impress Nolan.

NEIL

(bitterly)

Screw it all. I don't give a damn about

any of it.

He slams his hand into his pillow and lies back silently.

Everyone is quiet, sensing Neil's disappointment. Finally,

Charlie breaks the silence.

CHARLIE

I don't know about anyone else, but I

could use a refresher in Latin. Eight

o'clock in my room?

NEIL

Sure.

CHARLIE

You're welcome to join us, Todd.

KNOX

Yeah, come along.

TODD

Thank you.

The boys leave. Neil lies in silence. He sees the

achievement pin that he threw and picks it up. Todd continues

to unpack. He unpacks a photo of his mother and father with

their arms around an older boy who is obviously Todd's brother

Jeffrey. Todd stands to one side, slightly apart from the

family group. Todd unpacks an engraved leather desk set

(pens, blotter, etc.) and puts it on his desk.

NEIL

So what do you think of my father?

TODD

(softly, to himself)

I'll take him over mine.

NEIL

What?

TODD

Nothing.

NEIL

Todd, if you're gonna make it around

here, you've gotta speak up. The meek

might inherit the earth but they don't

get into Harvard. know what I mean?

Todd nods.

NEIL (CONT'D)

The goddamn bastard!

He presses the metal point of the pin into his thumb, drawing

blood. Todd winces. Neil doesn't. Neil hurls the pin again.

14 INT. A CHEMISTRY CLASSROOM - DAY 14

The classroom is a laboratory: filled with flasks, etc.

Neil, Todd, Knox, Charlie, Cameron, Meeks and other members of

the junior class sit around the room. A bespectacled teacher

stands in front, passing out thick textbooks.

CHEMISTRY TEACHER

In addition to the assignments in the

text, you will each pick three lab

experiments from the project list and

report on one every five weeks. The

first twenty problems at the end of

chapter one are due: tomorrow.

ANGLE ON CHARLIE DALTON as the thick textbooks arrive at his

desk. He shoots a disbelieving glance at Knox Overstreet who

can only acknowledge with a shake of his head. Todd takes his

books without reacting.

15 INT. LATIN CLASS - DAY 15

The same students sit before a Latin teacher in his early

60's He declines a Latin noun with a thick Scottish brogue.

LATIN TEACHER (McALLISTER)

Agricola, agricolae, agricolas,

Agricolas, agricolatis, agricolatus

ANGLE FAVORING TODD, NEIL, KNOX AND THE OTHERS as they

struggle to follow along with McAllister's lesson.

16 INT. A MATHEMATICS CLASS - DAY 16

Mathematical charts hang on the walls. The elderly bald

teacher (the one from Nolan's doorway), Dr. Hager, passes out

books. The students' work load is huge.

HAGER

Your study of trigonometry requires

absolute precision. Anyone failing to

turn in any homework assignment will be

penalized one point off his final grade.

Let me urge you now not to test me on

this point. Who would like to begin by

defining a cosine?

Richard Cameron stands.

CAMERON

A cosine is the sin of the compliment of

an angle or arc. If we define an angle

A, then...

17 INT. ENGLISH CLASSROOM - DAY 17

The junior students--Todd, Neil, Knox, Charlie, Cameron,

Meeks and some of the others we've seen--enter. They are

loaded down with books and look weary. Sitting in the front

of the room, staring out the window is JOHN KEATING, the

teacher we glimpsed earlier. He wears a collared shirt, tie,

no jacket.

The boys take seats and settle in. Keating stares out the

window a long time. The students start to shuffle

uncomfortably. Finally Keating stands, picks up a yardstick,

and begins slowly strolling the aisles. He stops and stares

into the face of one of the boys.

KEATING

(to the blushing boy)

Don't be embarrassed.

He moves off, then stops in front of Charlie Dalton.

KEATING (CONT'D)

(as if discovering

something known only to

himself)

Uh-huh

(he moves to Todd Anderson)

Uh-huh

(he moves to Neil Perry)

Ha!

Keating slaps his free hand with the yardstick, then strides

to the front of the room.

KEATING (CONT'D)

Nimble young minds!

He steps up onto the desk, turns and faces the class.

KEATING (CONT'D)

(energetically)

Oh Captain, My Captain. Who knows where

that's from?

No one raises a hand.

KEATING (CONT'D)

It was written by a poet named Walt

Whitman about Mr. Abraham Lincoln. In

this class you may refer to me as either

Mr. Keating, or Oh Captain, My Captain.

Keating steps down and starts. strolling the aisles.

KEATING (CONT'D)

So that I become the source of as few

rumors as possible, let me tell you that

yes, I was a student at this institution

many moons ago, and no, at that time I

did not possess this charismatic

personality. However, should you choose

to emulate my manner, it can only help

your grade. Pick up a textbook from the

back, gentlemen, and let's retire to the

honor room.

He steps off the desk and walks out. The students sit, not

sure what to do, then realize they are to follow him. They

quickly gather their books, pick up texts, and follow.

18 INT. THE WELTON OAK PANELED HONOR ROOM - DAY 18

This is the room where the boys waited earlier. The walls

are lined with class pictures: dating back into the 1800s.

School trophies of every description fill trophy cases and

shelves. Keating leads the students in, then faces the class.

KEATING

Mister...

(Keating looks at his roll)

Pitts. An unfortunate name. Stand up,

Mister Pitts.

Pitts stands.

KEATING (CONT'D)

Open your text, Pitts, to page forty and read for us the

first stanza of the poem.

Pitts looks through his book. He finds the poem.

PITTS

To The Virgins to Make Much Of Time?

KEATING

That's the one.

Giggles in the class. Pitts reads.

PITTS

Gather ye rosebuds while ye may

Old time is still a flying

And this same flower that smiles today

Tomorrow will be dying.

KEATING

Gather ye rosebuds while ye may. The

Latin term for that sentiment is "Carpe

Diem." Anyone know what that means?

MEEKS

Carpe Diem... seize the day.

KEATING

Very good, Mr._?

MEEKS

Meeks.

KEATING

Seize the day while you're young, see

that you make use of your time. Why does

the poet write these lines?

A STUDENT

Because he's in a hurry?

KEATING

Because we're food for worms, lads!

Because we're only going to experience a

limited number of springs, summers, and

falls. One day, hard as it is to

believe, each and every one of us is

going to stop breathing, turn cold, and

die! Stand up and peruse the faces of

the boys who attended this school sixty

or seventy years ago. Don't be timid, go

look at them.

The boys get up. Todd, Neil, Knox, Meeks, etc. go over to

the class pictures that line the honor room walls.

ANGLES ON VARIOUS PICTURES ON THE WALLS. Faces of young men

stare at us from out of the past.

KEATING

They're not that different than any of

you, are they? There's hope in their

eyes, just like in yours. They believe

themselves destined for wonderful things,

just like many of you. Well, where are

those smiles now, boys? What of that

hope?

THE BOYS are staring at the pictures, sobered by what Keating

is saying.

KEATING (CONT'D)

Did most of them not wait until it was

too late before making their lives into

even one iota of what they were capable?

In chasing the almighty deity of success

did they not squander their boyhood

dreams? Most of those gentlemen are

fertilizing daffodils! However, if you

get very close, boys, you can hear them

whisper. Go ahead, lean in. near it?

(loud whisper)

'Carpe Diem, lads. Seize the day. Make

your lives extraordinary. -

Todd, Neil, Knox, Charlie, Cameron,

Meeks, Pitts all stare into the pictures

on the wall. All are lost in thought.

19 EXT. THE WELTON CAMPUS - DAY 19

The class files out of the honor room. Todd, Neil, Knox,

Charlie, Cameron, Necks, and Pitts walk together, books in

hand. All thinking about what just happened in class.

PITTS

Weird.

NEIL

But different.

KNOX

Spooky if you ask me.

CAMERON

You think he'll test us on that stuff?

CHARLIE

Oh come on, Cameron, don't you get

anything?

EXT. THE WELTON CAMPUS - CONTINUOUS

MEEKS

How about a trig study group? Right

after dinner.

VARIOUS BOYS

Good by me. Sure. Great.

KNOX

I can't make it. I got a sign-out to

have dinner at the Danburrys' house.

PITTS

Who are the Danburrys?

CAMERON

Big alum,. How'd you pull that?

KNOX

They're friends of my dad. Probably in

their nineties or something.

NEIL

Listen, anything's, better than mystery

meat.

CHARLIE

I'll second that.

The group disperses. Neil finds himself walking near Todd

who has been silent through this whole discussion.

NEIL

Want to come to the study group?

TODD

Thanks but I'd better do history.

20 INT. TODD AND NEIL'S DORM ROOM - LATE AFTERNOON 20

Todd enters alone. He puts down his books and sits at his

desk. Flipping through the stack of books in front of him, he

sighs at the work load that is piling up.

Todd takes out his notebook and opens his history book. He

stares at his notebook for a moment, then writes "SEIZE THE

DAY" in big letters. He looks at the words that he's written,

sighs, tears the page off, then plunges into his homework.

A21 EXT. THE WELTON CAMPUS - DUSK - WIDE SHOT A21

The autumnal colors are muted by the onset of nightfall. Old

Dr. Hager drives the school "woody" station wagon out of the

campus.

B21 EXT. WALTON VILLAGE (NEW CASTLE) - DUSK - WOODY DRIVE-BY B21

21 EXT./INT. A LARGE MANSION - DUSK 21

Knox Overstreet gets out of the woody. Dr. Hager pulls away.

Knox walks to the door of the home and is admitted by a maid.

Knox is amazed by this palatial home.

22 INT. THE DANBURRY MANSION LIBRARY - DUSK 22

JOE DANBURRY is a sharp looking man of about 40, well

dressed, friendly. His wife, an attractive blonde about the

same age, sits beside him.

JOE DANBURRY

Knox, come in. Joe Danburry. This is

my wife, Janette.

KNOX

(surprised)

Nice to meet you.

MRS. DANBURRY

You're the spitting image of your

father. How is he?

KNOX

Great. Just did a big case for GM.

JOE DANBURRY

Ah. I know where you're headed. Like

father like son, eh?

(looking off screen)

Ginny. Come meet Knox.

GINNY DANBURRY--15, cute, shy, a shock of misplaced hair--

enters.

MRS. DANBURRY

Knox, this is our daughter, Virginia.

GINNY

Ginny, mom.

Knox shakes her hand. His "hello" is polite. Her "hi" is

shy.

CHET DANBURRY--a tall jock of a guy a couple of years older

than Knox--enters. With him is a lovely teenage brunette,

CHRIS NOEL, in a short tennis dress. Soft glowing eyes,

athletic figure, this girl is stunning.

CHET

Dad, can I take the Buick?

JOE DANBURRY

What's wrong with your car?

MRS. DANBURRY

Chet, where are your manners? Knox,

this is my son Chet and his girlfriend

Chris Noel. This is Knox Overstreet.

Excuse me while I check on dinner.

CHET

(perfunctorily)

Hi.

Knox shakes Chet's hand. Knox is THUNDERSTRUCK by Chris.

Chris offers Knox her hand and a smile. Knox shakes her hand1

his mouth practically hanging open.

CHRIS

Pleased to meet you.

KNOX

The pleasure is mine.

CHET

Come on, Dad, why is this always a big

deal?

JOE DANBURRY

Because I bought you a sports car and

suddenly you want my car all the time.

CHET

Chris' mom feels safer when we're in a

bigger car. Right, Chris?

Chet shoots her a wicked smile. Chris blushes.

CHRIS

It's all right, Chet.

CHET

It's not all right. Come on, Dad

Joe Danburry walks out of the room. Chet follows him.

CHET (CONT'D)

Come on, Dad.

Knox, Ginny, and Chris remain in the room. Knox smiles at

Chris.

KNOX

So, uh, where are you in school?

CHRIS

Ridgeway High. How's Henley Hall, Gin?

Ginny

(flat)

Okay.

CHRIS

(to Knox)

That's your sister school, right?

KNOX

Sort of.

CHRIS

(to Ginny)

You going out for the Henley Hall play?

(to Knox)

They're doing "A Midsummer Night's

Dream."

GINNY

Maybe.

KNOX

How did you meet Chet?

(both girls look at him)

I mean... Er...

CHRIS

He plays on the Ridgeway football team

and I'm a cheerleader. He used to go to

Welton but he flunked out.

(to Ginny)

You should do it, Gin. You'd be great.

Ginny looks down, shyly. Chet comes to the door.

CHET

Chris. We got it. Let's go.

CHRIS

Nice meeting you, Knox. Bye, Gin.

KNOX

(dying inside)

Nice meeting you. Chris.

Chris and Chet exit. Through the window, we see Chet and

Chris walk out and put their arms around each other.

GINNY

(confiding to Knox)

Chet just wants the Buick so they can go parking.

KNOX

Oh.

Outside, Chris and Chet get in the Buick and kiss. Knox

stares with envy.

GINNY

something wrong?

KNOX

Nah.

23 EXT. DANBURRY HOUSE - DUSK 23

Chet and Chris drive off.

24 INT. THS JUNIOR CLASS LOUNGE - NIGHT 24

The dorm is quiet. Neil, Cameron, Weeks, Charlie and Pitts

are gathered studying math. As they do, Pitts works to

assemble a small crystal radio. Todd is in his room, studying

alone. Knox, looking shell-shocked, shuffles into the lobby.

CHARLIE

How was dinner?

KNOX

Terrible. Awful! I met the most

beautiful girl I've ever seen in my life!

NEIL

Are you crazy? What's wrong with that?

KNOX

She's practically engaged to Chet

Danburry. Mr. Mondo Jocko himself.

PITTS

Too bad.

KNOX

It's not too bad. It's a tragedy! Why

does she have to be in love with a jerk?!

PITTS

All the good ones go for jerks, you know

that. Forget her. Take out your trig

book and figure out problem twelve.

KNOX

I can't just forget her, Pitts. And I

certainly can't think about math!

MEEKS

Sure you can. You're off on a tangent--

so you're halfway into trig already

CAMERON

Duh, Meeks!

MEEKS

(sheepishly)

I thought it was clever.

KNOX

(sitting down)

You really think I should forget her?

PITTS

You have another choice.

Knox drops to his knee like he is proposing.

KNOX

Only you, Pittsie.

Pitts pushes Knox away. Knox sits back down but despair is

beginning to wash over him.

25/26 OMIT 25/26

26A EXT: WELTON CAMPUS - MORNING 26A

The Welton bagpiper marches on the lawn, practicing. Students

emerge from their dorms and head to breakfast.

27 INT. KEATING'S ENGLISH CLASS - DAY 27

The lights are out and shades are drawn. Keating sits in a

chair beside the teacher's desk. He looks solemn. All is

still.

KEATING

(soft and soothing voice)

Boys, quietly open your texts to page

54

The boys follow instructions. Keating reads the following in

a tone of quiet reverence.

KEATING (CONT'D)

Little Boy Blue, by Eugene Field:

The little toy dog is covered with dust,

But sturdy and staunch he stands.

And the little toy soldier is red with rust,

And his musket moulds in his hands;

Time was when the little toy dog was new,

And the soldier was passing fair;

And that was the time when our Little Boy Blue,

Kissed them and put them there.

'Now don't you go till I come,' he said,

'And don't you make any noise!'

So toddling off to his trundle bed

He dreampt of pretty toys;

And as he was dreaming, an angel song,

Awakened our Little Boy Blue--

Oh the years are many, the years are

long,

But the little toy friends are true.

Ay, faithful to Little Boy Blue they stand,

Each in the same old place--

Awaiting the touch of a little hand,

The smile of a little face.

And they wonder, as waiting the long years thru,

In the dust of that little chair,

What has become of our Little Boy Blue,

Since he kissed them and put them there.

Keating is a masterful reader. With his marvelous voice, he

has milked this sentimental poem for everything it is worth.

Many of the boys are on the verge of tears. Suddenly Keating

shouts

KEATING (CONT'D)

AHHGGGG!!

The students jump halfway out of their seats.

KEATING (CONT'D)

Treacle! Mawkish treacle! Rip it out

of your books. Rip out the entire page!

I want this sentimental rubbish in the

trash where it belongs!

He marches down the aisles with the trash can and waits for

each boy to deposit the page from his textbook. The boys,

having been led down the sentimental path, cannot help but

laugh at this sudden change of mood.

KEATING (CONT'D)

Make a clean tear. I want nothing left

of it! Eugene Field! Disgraceful.

27A INT.MCALLISTER'S CLAS5RDOM - DAY 27A

Mr. McAllister, the Scottish Latin teacher, exits his room

and walks across the hall to Keating's classroom. He peeks in

the door window and sees boys ripping pages out of their

books. Alarmed, McAllister opens the door and enters

Keating's room.

27B INT. KEATING'S CLASSROOM - SAME 27B

McAllister is about to reprimand the boys when suddenly he

sees Keating.

McALLISTER

What the... Sorry, I didn't think you

were in here, Mr. Keating.

Baffled and embarrassed, McAllister exits. Keating strides

back to the front of the room, Flits the trash can on the

floor, and jumps into it. He stomps the trash a few times,

then kicks the can away.

KEATING

This is battle, boys. War! You are

souls at a critical juncture. Either you

will succumb to the will of hoi polloi

and the fruit will die on the vine--or

you will triumph as individuals. It may

be a coincidence that part of my duties

are to teach you about Romanticism, but

let me assure you that I take the task

quite seriously. You will learn what

this school wants you to learn in my

class, but if I do my job properly, you

will also learn a great deal more. You

will learn to savor language and words

because they are the stepping stones to

everything you might endeavor to do in

life and do well. A moment ago I used

the term 'hoi polloi.' Who knows what it

means? Come on, Overstreet, you twirp.

(laughter)

Anderson, are you a man or a boil?

More laughter. All eyes are on Todd. He visibly tenses all

over. He cannot bring himself to speak. He shakes his head

jerkily "no.'. Meeks raises his hands and speaks:

MEEKS

The hoi polloi. Doesn't it mean the

herd?

KEATING

Precisely, Meeks. Greek for the herd.

However, be warned that, when you say

"the hoi polloi" you are actually saying

the the herd. Indicating that you too

are "hoi polloi."

Keating grins wryly. Meeks smiles. More chuckles. Keating

paces to the back of the room.

KEATING (CONT'D)

Now, many will argue that nineteenth--

century literature has nothing to do with

business school or medical school. They

think we should I read our Field and

Pipple, learn our rhyme and meter, and

quietly go about it our business of

achieving other ambitions.

He slams his hand on the wall behind him. The wall booms

like a drum. The boys jump and turn around.

KEATING (CONT'D)

(defiant whisper)

Well, I say drivel! One reads poetry

because he is a member of the human race

and the human race is filled with

passion! Medicine, Law, Banking-these

are necessary to sustain life-but poetry,

romance, love, beauty! These are what we

stay alive for. I read from Whitman.

Oh me, Oh life of the questions of these

recurring. OF the endless trains of the

faithless of cities filled with the

foolish... skipping... What good amid these O

me, O life? Answer: That you are here-

That life exists and identity That the

powerful play goes on, and you may

contribute a verse."

Keating pauses. The class sits, taking this in.

KEATING (CONT'D)

(awestruck tone)

"That the powerful play goes on, and you

may contribute a verse." Incredible.

(pause)

Poetry is rapture, lads. Without it we are doomed.

Keating waits a long moment.

KEATING (CONT'D)

What will your verse be?

CLOSE ON the faces of NEIL, KNOX, CHARLIE, MEEKS, CHAMERON,

PITTS, and TODD as they contemplate this question. Softly,

Keating breaks the mood:

KEATING (CONT'D)