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                          THE LUNCHROOM                                
                               
                           Episode Ten
                      "Waiting for Kirsten"

                                
                           Written by
                   Bruce Snyder & Rebecca Parker                              
                                                                                               
                               
                           Created by
                          Bruce Snyder                                
                                
                                                               
                                
                       EXECUTIVE PRODUCER
                          Bruce Snyder
                                
                       EXECUTIVE PRODUCER
                          Vincent Biga

                       EXECUTIVE PRODUCER
                          Edward Drogos
                                
                          STORY EDITOR
                         Rebecca Parker
                                
                       CONSULTING PRODUCER
                           Max Majernik

                                

                                 
                                 CAST LIST

		Will Cooper.................................
		Joel Mayberry...............................
		Brian Vandele...............................
		Brock Warner................................
		Reicther....................................
		Casey Jennings..............................
		Chris Hughes................................
		Ellen Conner................................
		Cathy Matthews..............................
		Mr. John Parker.............................

 
                              GUEST CAST LIST


		Ms. Diane Ballard...........................
		Arthur Winchester...........................
		David Zimmerman.............................
		Debbie Kaplan...............................
		Michelle Hicks..............................
		Rachel Dillman..............................
		Lee Harrison................................
		Kirsten.....................................
		Dustin Simon................................ 
 
 
 







     Copyright  Bruce Snyder 

     TEASER

     FADE IN:

     (MUSIC MONTAGE: Damien Jurado's "Tragedy." Note the 
     following sequence is one long continuous tracking 
     shot.) 

     EXT. AUDITORIUM - HALLWAY - EVENING
 
     The hallway is mostly empty. Two young girls, MICHELLE 
     HICKS (small, petite, pretty, Sophomore) and RACHEL 
     DILLMAN (overweight, glasses, Senior) turn the corner 
     and are talking. Rachel begins to giggle at something 
     Michelle says before they enter the Auditorium.

								CUT TO:

     INT. AUDITORIUM - CONTINUOUS

     We follow Rachel and Michelle as they walk down the 
     aisle, moving toward the stage. As they would by we 
     notice MR. JOHN PARKER and MS. DIANE BALLARD sitting in 
     the middle of the audience. They are going over a MUSIC 
     SHEET.

     We go back to Rachel and Michelle. They continue to walk 
     and talk until they get to another door and enter.

								CUT TO:

     INT. BACKSTAGE - HALLWAY - CONTINUOUS

     Michelle and Rachel enter. Near the doorway, NICOLE 
     EDWARDS is standing trying to take a picture. She's very 
     small, brown hair, and a Freshman. She is trying to take 
     a picture of LEE HARRISON and DUSTIN SIMON who can't 
     keep still. Both men wear glasses while Lee is taller 
     and bit bulky then the very thin Dustin.

     Michelle and Rachel enter the Female Dressing room, 
     while we stay on these three. After a few seconds, 
     Nicole finally is able to take a picture.

     Dustin then walks over to Nicole and whispers something 
     in her ear. She giggles and playfully hits him in the 
     shoulder. Lee goes over and enters the Men's dressing 
     room.

     Pan left, to see ELLEN CONNER standing by an exist door. 
     She is looking outside. We DOLLY in on her until we can 
     see that she's watching ARTHUR WINCHESTER pacing back 
     and forth. She seems to confused by this.

                                ELLEN
                    That's odd.

     As she continues to watch, JAMES KELLY and MARCUS TURNER 
     come out of the men dressing room. James has lots of 
     muscle, good looking and is wearing a letterman's 
     jacket. Marcus is about medium build, with stringy 
     blonde hair.

     As the two walk, Marcus seems to be describing something 
     in great detail to James. James laugh right before they 
     exist to...

     INT. AUDITORIUM - CONTINUOUS

     James and Marcus continue to talk as they head toward 
     the stage. Before they get there, Ballard hands them a 
     couple of sheets of paper and starts to explain them. 
     Parker is standing right behind her and is looking 
     around. He then starts to walk toward the entrance of 
     the auditorium.

     When he gets there he opens the door, and pops his head 
     out.

     INT. HALLWAY - CONTINUOUS

     WILL COOPER is sitting on the floor, apparently singing 
     to himself. Parker pops his head out.

                                PARKER
                    Will, I need you to pick up one of 
                    the new schedules.

                                WILL
                    Oh, okay. I'll be there in a sec.

     Parker leaves. Will continues to sing to himself, only 
     to get frustrated.

                                WILL
                    God damn, fucking Kermit the Frog.

     He stands.

                                WILL (CONT'D)
                    Always fucking around with my mind.

     He enters the auditorium.                 

							SMASH CUT TO:

     OPENING CREDIT SEQUENCE:

     Marvin Gaye's "Ain't That Peculiar" plays over the 
     credits.

     AFTER CREDITS:

     FADE IN:

     INT. AUDITORIUM - FRONT OF STAGE - MINUTES LATER

     Ellen is standing near the front of the stage, talking 
     to Michelle. Will suddenly comes up behind her and 
     quickly grabs her shoulder. She jumps a bit.

                                ELLEN
                    Jeez!

                                WILL
                    Do you know the words to "Rainbow 
                    Connection?"

      Michelle seems put off by this and leaves.

                                ELLEN
                    The Muppet song?

                                WILL
                    Bingo. Sung by one Kermit T. Frog.

                                ELLEN
                    What's the "T" stand for?

                                WILL
                    It stands for "There's a guy with 
                    his hand up my ass."

     She laughs.

                                WILL
                    So do you know it?

                                ELLEN
                    Of course I don't. And I'll tell 
                    you why. Because normal, everyday 
                    people like myself don't know odd 
                    stuff like that.

                                WILL
                    I can't believe you can stand there, 
                    call yourself normal and not crack 
                    a smile.

                                ELLEN
                    It's real easy with practice.

     Will sighs.

                                ELLEN
                    Actually now that I think about it, 
                    I do know the words. And the lyrics 
                    to "It's Not Easy Being Green" if 
                    your interested.

                                WILL
                    Please, go on.

                                ELLEN
                    Spending each day the color of the 
                    leaves.

                                WILL
                              (confused)
                    Not that one!

                                ELLEN
                          (overlapping, singing)
                    Sometime I think it could be nicer 
                    being red or yellow or purple or 
                    something much more colorful like 
                    that.

                                WILL
                    You're not going to sing me 
                    "Rainbow Connection" are you?

                                ELLEN
                    Ha ha. Suffer.

     Beat.

                                ELLEN
                    Why do you want to know so bad 
                    anyway?

                                WILL
                    My little cousin Linda was watching 
                    one of the Muppet movies and heard 
                    Kermit singing it. But I only heard 
                    a few verses and the rest of it's 
                    mystery.

                                ELLEN
                    You shouldn't let yourself get hung 
                    up on something this insignificant.

                                WILL
                    The Muppets? Insignificant? 
                    Blasphemy!

                                ELLEN
                              (sarcastic)
                    This must be a part of that 
                    irresistible charm you have.

                                WILL
                    It works wonders on the women.

                                ELLEN
                    The blind ones or the deaf ones?

                                WILL
                    Surprising it's usually a 
                    combination of the two. Is it odd 
                    that the deaf ones really listen to 
                    me?

     Ellen playfully hits Will in the shoulder. Will looks 
     around.

                                WILL
                    Maybe someone else will know.

     He takes off. Ellen takes a few steps forward before 
     noticing, ARTHUR WINCHESTER pacing about near the 
     backstage entrance. He's got thin bright orange, red 
     hair. He wears a pair of glasses and is about medium 
     build. He moves a lot when he talks.

                                ELLEN
                    You seem jumpier then usual, Arthur.

                                ARTHUR
                    Well, I'm kinda nervous.

                                ELLEN
                    Why?

                                ARTHUR
                    My girlfriend, Kirsten is visiting 
                    me tonight.

                                ELLEN
                    Really?

                                ARTHUR
                    Yeah.

                                ELLEN
                    That's great.

                                ARTHUR
                    Yeah, I know that's why I'm so 
                    nervous.

                                ELLEN
                    When do we get to meet her?

                                ARTHUR
                    Sometime tonight. She didn't 
                    specify. I'd love for you to meet 
                    her.

                                ELLEN
                    Yeah, okay. Sure. Just find me when 
                    comes and I'll say hi.

                                ARTHUR
                    You got it

     Ellen begins to walk away, and notices Arthur is pacing 
     again.

								CUT TO:

     INT. BACKSTAGE - HALLWAY - SECONDS LATER

     Will is standing around in the middle of the hallway 
     with Rachel, Lee, and Dustin all circled around him.

                                WILL
                   "Someday We'll find it,
                    the rainbow connection..."

     Will signals that he wants them to sing the rest.

                                RACHEL
                    I'm still not sure what exactly 
                    your talking about.

                                WILL
                    Yeah, you and about everyone else 
                    in this school.
                          (back to subject)
                    C'mon, guys! No one knows the 
                    lyrics to "rainbow connection?"

                                LEE
                    Nope.

                                RACHEL
                    Sorry.

                                DUSTIN
                    What's a Muppet?

     Will gives him a look.

                                WILL
                            (to Dustin)
      	             Get out of my sight!

     The three begin to leave, each quieting whispering to 
     each other. Will runs his hand through his hair.

                                WILL
                           (frustrated)
                    Jesus. I'm letting myself be haunted 
                    by a fucking singing frog.

     Suddenly, Mr. Parker enters.

                                PARKER
                    Okay everyone, I would like to begin 
                    now. I want to see if we can't get 
                    this done before ten tonight.

     Will begins to head into the theater when he runs into 
     Ellen. Almost immediately he speaks.

                                WILL
                    You know what a Muppet is, right?

                                ELLEN
                    I always thought it was what happened
                    when a Mop got drunk and plowed a 
                    puppet.

                                WILL
                    Finally someone gets it.

      They leave the hallway.

								CUT TO:

      INT. BACKSTAGE - CONTINUOUS

      Will and Ellen enter. There are several STUDENTS 
      running around getting ready to go on. Some are in 
      costume. 

                                ELLEN
                            (jumping up 
                             and down)
                    Oh, oh! Guess what I found out?

                                WILL
                    That people who bounce up and down 
                    like that are annoying?

                                ELLEN
                    No. Arthur's girlfriend is coming 
                    to visit tonight.

                                WILL
                    Get out of here. Really?

                                ELLEN
                    Yep.

                                WILL
                             (curious) 
                    Huh.

                                ELLEN
                    What was that?

                                WILL
                    That was nothing.

                                ELLEN
                    No, no. It was one of those smug, 
                    pretentious -

                                WILL
                            (overlapping)
                    It was nothing I -

                                ELLEN
                            (overlapping)
                    Really? What was it then?

                                WILL
                    Well, in all honesty I though 
                    Arthur didn't particularly like 
                    girls.

                                ELLEN
                    You mean gay?

                                WILL
                    Yeah.

                                ELLEN
                    I guess it takes on to know one.

                                WILL
                    It's just one liner after another 
                    with, isn't it?

                                ELLEN
                    What can I say. You just leave 
                    yourself open.

     They turn a corner.

                                WILL
                    I wonder what she looks like.

                                ELLEN
                    Who?

                                WILL
                    Arthur's girlfriend.

                                ELLEN
                    Oh, well she probably looks like...
                    the kind of person that would date 
                    a person like Arthur.

                                WILL
                    Whoa. I can't make jokes but you 
                    can?

                                ELLEN
                    Ground rules.

                                WILL
                    Which are?

                                ELLEN
                    I've known him longer.

                                WILL
                    That's stupid.

                                ELLEN
                    Thems the rules.

     Turn corner.

                                ELLEN
                    I honestly don't know what she 
                    looks like. We'll have to wait and 
                    see.

                                WILL
                    Wait and see?

                                ELLEN
                             (off groan)
                    Patience is a virtue, my dear.

                                WILL
                    Oh, shove it up your ass. I'm 
                    curious.

                                ELLEN                      
                    You're like a little child.

                                WILL
                    I'm probably smarter then a child.

                                ELLEN
                    I'd say your about even.

     Will chuckles.

                                WILL
                    What can I say, I left myself open 
                    for that one.

                                ELLEN
                    Worse comes to worse she shows up 
                    at the end of rehearsals, meaning -

                                WILL
                           (overlapping)
                    Three hours before she shows up. 
                    Jesus Tittyfucking...
                             (trails off)
                    I can't wait that long!

                                ELLEN
                    I'm sure you can occupy your mind 
                    with something.

                                WILL
                    Wouldn't count on it. I have a bad 
                    case of ADD. I don't even know wh -
                            (off curtains)
                    When did we get those back drops?

                                ELLEN
                    Porch!

                                WILL
                    What?

     Suddenly a giant Set Piece in the design on an old 
     fashion porch is suddenly wheeled in front of Will. 
     He gets nailed in the head by it.

                                WILL
                    Ow! God! Oh, the irony of that 
                    comical plot device!

     He catches up with Ellen.

                                ELLEN
                    Trust me, the time will just fly by.

     They stop. The lights begin to dim, as the rehearsal 
     begins.

								FADE OUT

     TITLE CARD: "6:22 P.M."

     FADE IN:

     EXT. BACKSTAGE - LATER

     The lights are dim, and we can hear a musical number is 
     going on. Most of the cast is on stage, with the 
     exception of a few stragglers. One of those stragglers 
     happen to be Ellen.

     She is looking around for Will.

                                ELLEN
                    Will? Will?

                                WILL (O.S.)
                    I'm up here.

     We pan up to see he has climbed up a stage ladder. He 
     slides down.

                                ELLEN
                    Can't wait for Kirsten, can you?

                                WILL
                    Who the hell is Kirsten?

                                ELLEN
                    Arthur's girlfriend. Remember, 
                    she's one the one we're waiting for.

                                WILL
                    Oh, no. Actually I was checking out 
                    Marcus Turner.

                                ELLEN
                    Red states be damned! I didn't know 
                    you were gay.

                                WILL
                    First of all, I'm definitely not. 
                    Second of all, if I were gay, I 
                    could do much better then Marcus 
                    Turner.

                                ELLEN
                    No, you couldn't.

                                WILL
                               (sad)
                    Yeah, I know.

                                ELLEN
                    So why are you "checking" him out 
                    again?

                                WILL
                    He's fighting.

                                ELLEN
                              (excited)
                    Oh! With who?

     Ellen walks over, and Will points him out.

                                WILL
                    See that's his girlfriend Brittany 
                    something. They've been fighting 
                    since the lights dimmed. Apparently 
                    last Saturday he got drunk and ran 
                    into this chick named Stephanie. 
                    Then suddenly, the next thing he 
                    knows they're both naked doing the 
                    horizontal monster mash.

                                ELLEN
                             (confused)
                    The horizontal monster mash?

                                WILL
                    See when a man loves a woman -

                                ELLEN
                            (overlapping)
                    Nevermind.

     Will notices that while she's leaning over she has 
     placed her hand on his shoulder. A big, idiotic grin 
     comes across his face.

                                ELLEN
                            (turning to him)
                    How long have they been at it?

                                WILL
                            (stuttering)
                    Uh, about five or six minutes.

                                ELLEN
                    What a dumbass.

                                WILL
                    Who? Marcus?

                                ELLEN
                    No, Brittany. Why would she stay 
                    with a guy like Marcus? She knew 
                    what he was like before she started 
                    dating him...everyone does.

                                WILL
                    Wait, you don't feel sorry for her?

                                ELLEN
                    I know this is gonna make me sound 
                    like a bitch but...I don't.

      Will gives her a look.

                                ELLEN
                    Hey, don't give me that look of 
                    quiet judgment. You asked for my 
                    honest opinion about it.

                                WILL
                    I know, I know.

                                ELLEN
                    Do you think I'm a bitch?

                                WILL
                    No. Really uncaring and a bit 
                    insensitive to others feelings but 
                    not a bitch.

                                ELLEN
                    Listen to this, because I don't 
                    like repeating myself. Marcus 
                    cheats. He always cheats. Every 
                    single woman he's had a 
                    relationship he's cheated on. 
                    Brittany entered this relationship 
                    knowing this all. And when she 
                    entered there was a very good 
                    chance of him doing this again. So 
                    I'm sorry if I don't have that much 
                    sympathy for her.

     Beat.

                                WILL
                    Still...it kinda sucks for her.

                                ELLEN
                    When is cheating ever good.

     Will thinks.

                                WILL
                    Bingo. Gambling. Driver's test.

                                ELLEN
                    Shut up.

     She playfully hits him in the shoulder.

									FADE OUT

     TITLE CARD: "6:54 P.M."

     FADE IN:

     INT. BACKSTAGE - LATER

     Will and Ellen are sitting near against a wall. Will is 
     bored while watching the actual play. Ellen is sitting, 
     reading from a book.

                                ELLEN
                         (without looking up)
                    Any sign of Kirsten?

     He looks around.

                                WILL
                    None that I can see.

     Beat.

                                WILL
                    You know after watching this play 
                    being rehearsed night and night, 
                    I've kinda put off by something.

                                ELLEN
                    Which is?
                            
                                WILL
                    Did you ever notice that Higgins 
                    paying Eliza to live in his house 
                    and do his bidding is sort of like 
                    slavery...or prostitution.

     Long pause. Ellen gives him a look.

                                ELLEN
                    Wow, your ignorant.

                                WILL
                    Ignorant? Well thank God I'm not 
                    stupid.

                                ELLEN
                    Are you joking?

                                WILL
                    Depends. Are you serious?

     Beat.

                                ELLEN
                    Can I be frank for a minute?

                                WILL
                    You can be frank as long as I'm 
                    still Will.                                                  

                                ELLEN
                    Is this whole acting like an idiot 
                    an act?

                                WILL
                    I prefer the term "illusion."

                                ELLEN
                    So it's an illusion?

                                WILL
                    No. I just like the word "illusion" 
                    better then the word "act."

     Ellen sighs, while Will laughs.

                                WILL
                    Look, I just don't like taking 
                    things too seriously. So I use 
                    humor to get by. It's sorta like a 
                    defense mechanism.

                                ELLEN
                    Well, it makes me wonder.

                                WILL
                    Wonder what?

                                ELLEN
                    Why you hide your true self from 
                    people.

                                WILL
                    Maybe people don't want to see my 
                    true self. Look, why are we even 
                    talking about this? Back to 
                    important matters: slavery or 
                    prostitution?       

     She sighs. She seems to be longing to know more, but 
     begins to think.

                                ELLEN
                    Slavery perhaps, but not 
                    prostitution. Higgins wears his 
                    bowler hat on the other side of his 
                    head if you know what I mean.

                                WILL
                    I can't say that I do.

                                ELLEN
                    Higgins is a flamer.

                                WILL
                    There's not way in hell that any 
                    character played by Rex Harrison is 
                    gay.

                                ELLEN
                    He's a mo.

                                WILL
                    Rex Harrison is all that is manly 
                    in American cinema.

                                ELLEN
                    He's a fairy.

                                WILL
                    He scores with Audrey Hepburn for 
                    Christ's sake.

                                ELLEN
                    Gayer then Christmas.

                                WILL
                    He comes accustomed to "her" face.

                                ELLEN
                    Gayer than the Macy's day parade.

                                WILL
                    Would you stop that?

                                ELLEN
                    I just have one more.

                                WILL
                    Fine, go ahead.

                                ELLEN
                    Gayer than the men's locker room at 
                    the Ice Capades.

                                WILL
                    Finished?

                                ELLEN
                    Yes.

                                WILL
                    Now explain to me how in the hell 
                    you justify your estimation that 
                    Rex Harrison would ever play a 
                    tweedy, nancy boy.

                                ELLEN
                    Alright, think of it this way: 
                    Henry Higgins is a "confirmed old 
                    bachelor" who lives alone with 
                    another "confirmed old bachelor" 
                    and a young, beautiful flower girl 
                    who he exhibits no sexual interest 
                    towards whatsoever. He does, 
                    however, enjoy dressing her up in 
                    beautiful Vivienne Westwood gowns 
                    and taking her to parties.

                                WILL
                    Uh-huh.

                                ELLEN
                    Still think that Higgins is 
                    straight?

     Long pause.

                                WILL
                    I hate you.

     She giggles.

                                WILL
                    Go ahead, laugh it up. I don't 
                    fucking care.

                                ELLEN
                    Oh, but you do and that's what 
                    makes it so funny. 

							FADE OUT

      TITLE CARD: "7:35 P.M."

      FADE IN:

      INT. BACKSTAGE - HALLWAY - LATER

      Will and Ellen have moved to the hallway where the 
      dressing rooms are located. They are sitting in chairs, 
      playing the card game Uno. 

                                WILL
                    Damn it all to hell!

                                ELLEN
                    Ha! Looks like your losing, Will

                                WILL
                    Huh? I couldn't hear you over the 
                    sound of your own arrogance.

     She laughs. Suddenly DEBBIE KAPLAN, a gorgeous brunette, 
     comes in. She is followed by DAVID ZIMMERMAN, a lanky 
     yet handsome nerd, with large rimmed glasses is 
     following her.

                                DAVID
                    Debbie! Will you wait a minute!

                                DEBBIE
                    Ellen, Marcus told me to ask you 
                    about David and towel story?

     Ellen burst out laughing. Will is confused.

                                WILL
                    What the hell is the towel story?

                                DEBBIE
                    Yeah, was it is?

                                DAVID
                    No! Don't tell them!

                                DEBBIE
                    She hasn't told us yet.

                                ELLEN
                    But I plan on it.

                                DAVID
                    God, NO!

                                WILL
                    What's the towel story?

                                DAVID
                    It's nothing!

                                ELLEN
                    Oh, it's something all right.

                                DAVID
                    Shut up, Ellen!

                                DEBBIE
                    I'd like to hear it.

                                DAVID
                    I don't think you want to hear it.

                                ELLEN
                    I think she does.

                                WILL
                    I know I do.

                                DAVID
                    Trust me, guys. It's nothing 
                    really.

                                ELLEN
                    Oh fine. I won't tell them.

                                DAVID
                    Swear that you won't.

                                ELLEN
                    I solemnly swear to tell no truth 
                    and nothing like the truth.

     Debbie seems very upset by this and begins to leave.

                                DEBBIE
                    I don't understand why you can't 
                    tell me.

     David chases after her.

                                DAVID
                    Because it's nothing at all!

     They both leave. Ellen is laughing her ass off while 
     Will is confused.

                                WILL
                    I wanna know what the hell the 
                    towel story is.

                                ELLEN
                    No, I can't.

                                WILL
                            (overlapping)
                    Oh come on!

                                ELLEN
                             (overlapping)
                    I just promised David I wouldn't.

                                WILL
                    Yeah, but since when do promises 
                    mean anything to you?

                                ELLEN
                    I can't.

                                WILL 
                    If I may quote the great William 
                    Shakespeare: "I like you, but 
                    sometimes you can be real cunt."

                                ELLEN
                    Did he really say that?

                                WILL
                    I'm paraphrasing, but that's the 
                    jest of it.

     Parker enters the hallway.

                                PARKER
                    Ah there you, Cooper. See silly me, 
                    I thought you'd be on stage doing 
                    your part right about now.

                                WILL
                    Oh shit!

     Will jumps up and runs out. Parker follows. Ellen takes 
     the time to look at Will's cards. She gives an evil 
     laugh before she starts to switch them.

								FADE OUT

     TITLE CARD: "8:40 P.M."

     FADE IN:

     INT. BACKSTAGE - LATER

     Will and Ellen are standing by the curtain. Ellen is 
     resting her head on Will's shoulder.

                                ELLEN
                    I'm bored, entertain me.

                                WILL
                    I can't juggle.

                                ELLEN
                    Tell me a joke.

     Will thinks.

                                WILL
                    Let me think.

     While they stand, David and Debbie pass by. We follow 
     them as they walk and talk.

                                DEBBIE
                    David, I've been your friend for 
                    such a long time. I think I deserve 
                    to know this towel story.

                                DAVID
                    I don't know. It's really 
                    embarrassing.

                                DEBBIE
                    Dave, you can trust me. I won't 
                    judge you. You can tell me.

     David thinks long and hard about this.

                                DAVID
                    Okay, fine.

     He begins to whisper something in her ear just, as a 
     very nervous Arthur passes by.

                                ARTHUR
                    She's just late that's all. It's 
                    nothing to get worried about. I 
                    just need to calm down, I need to 
                    relax.
                               (singing)
                    I wanna be an air force ranger, I 
                    wanna be an air force ranger."

     He seems a bit more relaxed and moves on. Suddenly 
     Debbie gasps and begins to run away.

                                DEBBIE
                    That's absolutely disgusting!

                                DAVID
                    Wait, a minute you said you 
                    wouldn't judge.

                                DEBBIE
                    Well, Jesus David! That was before 
                    I found what you did! My God!

     She runs off, with David hot on her trail. As they walk 
     away they pass Will and Ellen. We stay on them. Will is 
     still thinking of a joke.

                                WILL
                    Okay. I've got one. A naked blonde 
                    walks into a bar with a poodle 
                    under one arm and a salami under 
                    the other arm. The blonde sets the 
                    poodle down on the bar and takes a 
                    seat. The bartender says "I guess 
                    you won't be needing a drink -"

     Suddenly the prop Porch is wheeled in and knocks Will 
     down. Parker and a few of the cast members have rolled 
     it in.

                                PARKER
                    Look alive, Cooper!

     Will falls to the ground. Ellen is laughing.

                                ELLEN
                              (laughing)
                    Are you okay?

                                WILL
                    Oh you think this is funny?

     Will grabs her hand and drags her down with him. The 
     both end up on the ground, laughing.

								FADE OUT                             

     FADE IN:

     INT. AUDITORIUM - LATER

     TITLE CARD: "9:04 P.M."

     Will and Ellen are sitting on the stage, bored out of 
     there minds. The rest of place is empty as everyone has 
     gone home.

                                WILL
                    I can't believe we stayed for the 
                    entire practice.

                                ELLEN
                    My scene was over an hour ago.

     Parker and Ballard enter from backstage.

                                BALLARD
                    I think we've finally got the 
                    rhythm down.

                                PARKER
                    I think we can almost get this show 
                    done.
                            (off Will & Ellen)
                    You guys still here?

                                WILL
                    We're waiting for someone.

     Parker shrugs, and he continues to talk and walk with 
     Ballard. They exist.

                                WILL
                    What time is it?

                                ELLEN
                    I don't know, let me...

     She goes to check her watch but a girl enters the 
     auditorium.

                                KIRSTEN
                    You ready to go?

                                ARTHUR
                    Sure thing.

     They exist.

                                WILL
                    I waited three hours for that?

                                ELLEN
                    You were expecting a docu-drama?

                                WILL
                    No, I just...that wasn't worth 
                    three hours.

                                ELLEN
                    It couldn't have been all bad, 
                    could it?

     Will looks at Ellen.

                                WILL
                    No, it wasn't all bad.

     A beat.

                                WILL
                    But still, three hours.

     Ellen looks thoughtful, puts hand on Will's shoulder.

                                ELLEN
                              (singing)
                    Why are there so many songs about rainbows
                    And what's on the other side?
                    Rainbows are visions, but only illusions,
                    And rainbows have nothing to hide.
                    So we've been told and some choose to believe it
                    I know they're wrong, wait and see.
                    Someday we'll find it, the rainbow connection,
                    The lovers, the dreamers and me.

     Beat. Big smiles on both.

                                ELLEN
                    Feel better?

                                WILL
                    Much.

     We stay on them for a few seconds before we slowly...      

                                                        FADE OUT.
                           
                            END OF EPISODE







24




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