Stuart Little 2

written by

Bruce Joel Rubin

revisions by

Lowell Ganz & Babaloo Mandel

REVISED DRAFT

February 2, 2001

STUART LITTLE 2

FADE IN:

1 EXT. NEW YORK CITY - DAWN 1

A look at how birds live in the city, emphasizing thescavenging nature of their existence. We see birds eatingoff the ground, out of trash cans, even swooping down tosteal a piece of donut out of the hand of a sleepy citizenjust leaving his house.

The last bird we see flies towards the house of the Littlefamily.

2 INT. LITTLE HOUSE - DAY 2

The first hint of morning light enters the Littlehousehold. All is quiet and peaceful. MR. AND MRS.LITTLE are asleep in bed. THROUGH the window we see birdeyes spying in on them.

CLOSEUP - ALARM CLOCK

BLASTING a rendition of "STARS AND STRIPES FOREVER" intothe Little's bedroom.

WIDER

The bird flies off the window sill and disappears.

Even before they're awake, Mr. and Mrs. Little's feetbegin swiveling in time to the music.

Then we hear a BABY CRYING.

CLOSEUP - MRS. LITTLE

sitting upright in bed. She turns OFF the ALARM. On herring finger is a beautiful engagement ring.

WIDER

Mrs. Little gets out of bed and we FOLLOW her OVER TO acrib wherein sits a beautiful nine-month-old girl, MARTHALITTLE. Mrs. Little picks her up.

MRS. LITTLEMoomy's here. No more crying.

Martha's diaper is askew.

(CONTINUED)

2.

2 CONTINUED: 2

MRS. LITTLEOhh... See this is what happenswhen Daddy changes you at 4!A.M.

(calls out)Boys...

3 INT. BOY'S ROOM 3

ANOTHER ALARM CLOCK. It GOES OFF and makes a FACTORYWHISTLE NOISE.

ANGLE ON GEORGE

in the lower bunk. He grumbles and turns over.

ANGLE ON UPPER BUNK

A tiny lump under a blanket as it begins to move. Momentslater a tail emerges from underneath the sheet. It movestentatively, as if checking things out. The tail isfollowed by a rear-end dressed in bright pajamas with aprint pattern featuring pineapples (or something funnier)and then the remainder of a four-inch body. It is STUART. (For those who haven't read the book or seen the movie,Stuart is a mouse.)

Stuart is sleepy. He staggers around almost blindly. Healmost steps off the edge of his bunk. This wakes himmore completely. He rubs his eyes and stretches andsmiles. Grabbing hold of a miniature fireman's pole builtout of tinker toys, slides down to the lower bunk andcrosses over to George's sleeping head.

STUARTGeorge, wake up.

George is a hard wake-up.

Stuart stands on George's chest and jumps up and down.

STUARTGeorge.

GEORGEIt's Saturday.

STUARTI know. But it's the first day ofPee Wee Soccer. Our first game.

(CONTINUED)

3.

3 CONTINUED: 3

George's eyes pop open and he gasps. He's immediatelynervous.

GEORGESoccer? Uh... No I can't today,I... caught a cold while I wassleeping.

He sneezes and blows Stuart halfway across the bed. Stuart scrambles back quickly. He grabs George's glassesfrom the nightstand and masterfully engineers them ontoGeorge's face. He taps on the glasses.

STUARTYou'll be fine. Come on, we'regonna be great. We're gonna playlike Brazilians!

Stuart takes off his pajama top and soccer-kicks it acrossthe room into a hamper.

4 INT. KITCHEN - DAY 4

Mrs. Little is rushing around the kitchen, feeding thebaby and making breakfast for everyone at the same time.

The CAMERA FOLLOWS her TO the kitchen table as she putsanother spoonful of cereal into the baby's mouth. Thebaby is sitting in her highchair between her brothers whoare in their uniforms.

MRS. LITTLEStuart, don't forget your waterbottle. George...

Mr. Little enters on the run.

MR. LITTLE(finishing her sentence)

... don't forget your cleats.(to Mrs. Little)

You look especially beautifultoday.

MRS. LITTLESome people just know how to wearoatmeal.

They kiss.

MARTHA BABBLES something that is not a word.

(CONTINUED)

4.

4 CONTINUED: 4

MRS. LITTLE(excited)

Did you hear that? She said'bluh-bluh,' her first word. Where's the baby book? I'll writeit down.

MR. LITTLEI'm... not sure that's actually aword.

MRS. LITTLEYour Uncle Crenshaw said thatevery Little starts talking bynine months.

MR. LITTLEYes and in Uncle Crenshaw's casenever stops.

STUARTAre you both coming to the game?

MR. LITTLEWouldn't miss it.

MRS. LITTLE(sotto)

Frederick, this soccer game ismaking me very...

MR. LITTLE... proud?

He starts opening a jar.

MRS. LITTLE(sotto)

Anxious. Especially 'bout...

She points at Stuart who is trying to get jelly out of ajar. He almost falls in, but then swings himself outsafely onto the table.

STUARTI'm fine.

MR. LITTLEHe's fine.

(CONTINUED)

5.

4 CONTINUED: (2) 4

MRS. LITTLE(sotto)

But all those boys... stompingaround with cleats... What ifsomeone...?

She pantomimes squishing and recoils.

MR. LITTLE(sotto)

Honey, he's a Little. We're allnatural athletes.

(handing her the jar)Could you open this?

She does.

The toast is burning, the TEA is WHISTLING, the BABY isCRYING, and Mrs. Little is clearly overwhelmed.

Then the baby pours the remainder of the cereal onto herhead and throws the bowl onto the floor. Mrs. Littlequickly lifts her from the highchair and rushes her to thesink.

MRS. LITTLEOkay, that's it for you.

(calling out)Snowbell. Food.

5 OMITTED 5

6 INT. LIVING ROOM - SAME TIME 6

SNOWBELL perks up.

SNOWBELLFood!!

He dashes pell-mell into the kitchen, careening aroundcorners.

7 INT. KITCHEN - CONTINUOUS ACTION 7

Snowbell rushes in.

SNOWBELL(excitedly)

Tuna? Is it tuna? Or herring. Or -- dare I say it -- is it lox? Oh, please be lox!

(CONTINUED)

6.

7 CONTINUED: 7

MRS. LITTLE(points to the glop on the floor)

That's for you, Snow.

SNOWBELL(disappointed)

Oh great. It's glop.(starts eating it)

Look what I'm reduced to. I'm apaper towel with hair.

MR. LITTLE(enthusiastically)

How about it, boys? Are we readyto play some soccer?

8 EXT. SOCCER FIELD - DAY 8

The game is in progress. George is trying, but some ofthe kids are bigger, more aggressive and better co-ordinated. The whole pack blows right by him.

STANDS

Among the parents, Mr. and Mrs. Little watch the game. Mrs. Little holds Martha.

MRS. LITTLEFrederick, why are all the kidsrunning one way while George isgoing the other way?

MR. LITTLEWell, he, uh... he's anindependent spirit. What bothersme is, every kid has had a chanceto play except Stuart.

MRS. LITTLEWell, there's plenty of time.

MR. LITTLEPlenty of time? There's fortyseconds.

MRS. LITTLEHe did an excellent job handingout the orange slices. And that'snot as easy as it looks.

He gives her a look.

(CONTINUED)

7.

8 CONTINUED: 8

MRS. LITTLEAll right. I admit it. I'm gladhe's not in the game. I don'twant him to get hurt.

MR. LITTLEHoney, it's Pee Wee Soccer. Nobody gets hurt.

FIELD

A KID on George's team gets kicked in the stomach. Hehowls in pain. A whistle blows, stopping the action. TheCOACH runs out to help.

COACHAre you all right, Irwin?

IRWIN (KID)(doubled over)

Do I look all right?

REFEREEYou'd better substitute.

ANGLE ON BENCH

Only Stuart is available.

FIELD

COACH(to his assistant)

Tie game. We could play with justten.

WALLACE(an obnoxious kid)

Yeah, but we have George, so itwould be like having nine.

COACHWallace! We'll have none of that.

WALLACEWhy not? That's how you talk toMom.

REFEREECome on, Coach.

(CONTINUED)

8.

8 CONTINUED: (2) 8

COACH... Stuart. Go in for Irwin.

BENCH

STUARTYes!!

He runs in.

FIELD

Stuart's teammates look as if this seals their doom.

STANDS

MR. LITTLEYeah, Stuart!

MRS. LITTLE(nervously)

Oh my.

FIELD

COACH(to Stuart)

Try to...

He gives up.

Whistle. Play is back in.

The ball is kicked around by a pack of boys. Stuartchases the pack. The pack turns and Stuart is nearlytrampled.

STANDS

MRS. LITTLE(rises)

I'm going down there and snatchinghim off that field.

Mr. Little holds her down.

(CONTINUED)

9.

8 CONTINUED: (3) 8

FIELD

The ball comes flying out of the pack towards the goalthat George and Stuart's team are attacking. The closestplayers to the ball are George and Stuart, who werelagging behind the play.

COACH(hysterical)

Get it! George! Go after it!

George and Stuart from opposite directions run towards theball. Stuart is closer, but George is faster and isgetting to the ball first.

COACHGeorge, shoot!

Wallace appears out on the wing.

WALLACEPass me the ball, lame-o!

COACHGeorge, shoot!

George shuts his eyes and kicks at the exact moment Stuartreaches the ball. The ball flies off the ground withStuart pasted to it, screaming. The ball hits Wallace --hard -- in the middle of his face and ricochets off. Wallace, knocked loopy, has the imprint of a mouse on hisforehead.

The ball -- still flying. Stuart still on it, screaming. It sails into the goal. The GUN GOES OFF. The game isover.

George is mobbed by happy teammates. He is literallycarried off on their shoulders.

GOAL

Mr. and Mrs. Little run in to look for Stuart. The ballis on the ground. They pick it up. No Stuart.

STUART (O.S.)I'm all right.

ANGLE ON STUART

Enmeshed in the goal netting, dangling upside-down by onefoot.

(CONTINUED)

10.

8 CONTINUED: (4) 8

STUARTDo I get an assist?

Then he falls several feet into the dust.

9 INT. MR. AND MRS. LITTLE'S BATHROOM - NIGHT 9

They're preparing for bed.

MRS. LITTLEHe just looked so small out there. So... lacking in bigness. Doeshe have to go back next week?

MR. LITTLEHoney, we have to give him room togrow.

MRS. LITTLEI give him room. I let him drivehis car to school. No othermother does that.

MR. LITTLEYes, but with George walking rightbeside him every step.

MRS. LITTLEI let him go out without hisgaloshes.

MR. LITTLEWhen it's not raining.

MRS. LITTLESo? How much more room do I needto give him?

MR. LITTLEA little more than you're givinghim now.

MRS. LITTLE... How little?

10 INT. BOYS' BEDROOM - NIGHT 10

The boys are in their respective bunks.

STUARTI'm worried that Mom's not goingto let me play soccer anymore.

(CONTINUED)

11.

10 CONTINUED: 10

GEORGEShe wouldn't do that.

STUARTWell, she already didn't let me goout for fencing or wrestling orroller hockey.

GEORGEWell, what does she want you to goout for?

STUARTPainting or dancing.

GEORGEIt's hard to get hurt doing those.

STUART(glumly)

Yeah...

GEORGEI guess it's my fault. I'm sorryI kicked you into the goal.

STUARTThat's okay. Hey, you won thegame. That's the main thing.

GEORGENo... the main thing was I hitWallace in the face.

They both laugh.

10A EXT. LITTLE HOUSE - DAY 10A

Mrs. Little is pruning roses in a tiny planter in front ofthe house. She hears:

WILL (O.S.)Hello, Mrs. Little.

She looks up and sees WILL WILSON. He's George's age,African-American.

MRS. LITTLEOh hi, Will.

WILLIs George home?

(CONTINUED)

12.

10A CONTINUED: 10A

MRS. LITTLEYes. He's playing with Stuart. Go on in.

11 OMITTED 11

12 INT. DINING ROOM - SAME TIME 12

George and Stuart are working on a model airplane that hastaken over the dining table. It is a bright-red replicaof a WWII Grumman F4F-3 Wildcat fighter plane with a decalof an American flag and Betty Grable on the side.

George is putting the propeller on. Stuart is vocallymaking engine noises.

GEORGEStuart, hand me the pliers...Stuart?

Stuart is sitting in the plane, a scarf around his neck,fantasizing.

STUARTBogie's, twelve o'clock! I gothim, Brooklyn!

GEORGEStuart!

STUART(brought back to reality)

Huh?

GEORGEWhat are you doing?

STUARTOh -- I... Wouldn't it be cool ifI actually flew this thing?

GEORGEYeah. Mom's gonna let you fly aplane. Check the wires in there.

Will enters.

WILLHi, George. Hi, Stuart.

(CONTINUED)

13.

12 CONTINUED: 12

GEORGE(delighted)

Hi.

STUARTHi, Will.

WILLHey, neat plane.

STUARTThanks.

WILLHey, George, you want to take abreak for awhile? I brought mychess set.

GEORGEYeah, okay.

STUARTBut what about the plane?

GEORGEI want to play with Will forawhile.

We can tell Stuart is dejected and that this is painfulfor him. The older boys exit. Stuart turns to Snowbellsleeping on the work table.

STUARTHey, Snowbell?

(louder)Snowbell!

Snowbell, wakes up, noisily -- snorting and clearing histhroat.

SNOWBELLWhu?

STUARTWant to help me fix the plane?

SNOWBELLLet me explain something to you. I am trying -- desperately -- tocling to the last shreds ofdignity I possess. I'm licking upafter that little monster...

(MORE)

(CONTINUED)

14.

12 CONTINUED: 12

SNOWBELL (CONT'D)... I've had my claws trimmed so Iwon't scratch 'Mommy's LittlePrecious'... and now a mouse --because he's lonely and desperatefor companionship asks -- as alast resort -- to become his'playmate.' The gall. Thetemerity... Yeah, okay.

CUT TO:

13 OMITTED 13& &14 14

15 INT. DINING ROOM - LITTLE LATER 15

Stuart climbs back into the cockpit of the PLANE. Heopens up the instruction book. He reaches under thedashboard. His sweater catches on the on/off switch andclicks it ON by accident.

Suddenly the MOTOR WHIRS into action. Snowbell, hearingthe noise, screams, jumps up and dashes out.

Before Stuart realizes what is happening, the airplane istaxiing down the table. George and Will run in and yellover the NOISE of the ENGINE.

GEORGEStuart, what are you doing?

STUART(panicked, yelling back)

I'm not doing it. It won't turnoff.

The plane hits the remote, knocking it off the table. Itbreaks. The plane flies off the table and into the nextroom. George and Will run after it.

As they enter the dining room, the PLANE BUZZES theirheads.

GEORGEStuart!

WILLThis is cool! All my brother doesis jam crayons up his nose.

(CONTINUED)

15.

15 CONTINUED: 15

Snowbell runs in. The PLANE BUZZES him and he dashes intothe kitchen.

STAIRCASE

Mr. Little is coming downstairs with a paper kite.

MR. LITTLEWho wants to help me fly the kite?

The PLANE RIPS through the kite.

STUARTSorry, Dad.

MR. LITTLEStuart. Stop that this minute.

George and Will run in.

GEORGEHe can't.

Stuart yells, frightened.

GEORGEAt least he's indoors, nothing badcan happen.

At that exact moment, Mrs. Little opens the front door,carrying a freshly-cut bouquet.

MRS. LITTLEHave you ever seen prettier roses?

The PLANE RIPS through the bouquet and flies outside.

MRS. LITTLEStuart!

All the Littles run outside.

16 EXT. LITTLE HOUSE - CONTINUOUS ACTION 16

They chase Stuart across Fifth Avenue into the park. Stuart has rose petals stuck to his face, blinding him. Screaming, he frantically brushes them off -- just in timeto see a group of nuns. He barely avoids hitting them.

(CONTINUED)

16.

16 CONTINUED: 16

Stuart covers his eyes and screams as the plane disappearsbehind some bushes. We hear STUART SCREAM, then we hearthe sound of a CRASH.

When Stuart opens his eyes, he discovers that both he andthe plane have collided with a thick bush and both wingsare dangling precariously at the side.

Stuart crawls out of the wreckage and scampers down to theground. We hear the anxious voices of the entire Littlefamily as they race toward him.

MRS. LITTLEStuart! Stuart! Are you allright?

STUARTI'm okay. Everything's fine.

GEORGEFine?! It's ruined! Stuart, youdestroyed it!

STUART(feeling like a failure)

I didn't mean to, George. I'msorry. I'm really sorry. We'llfix it.

MRS. LITTLENo, you won't! That is going inthe trash. It's much toodangerous.

GEORGE(sarcastic)

Thanks, Stuart.

George picks up the wreckage, throws it in the trash, andleaves.

MR. LITTLE(to Mrs. Little)

Now, honey --

MRS. LITTLEHe could easily have been killed. Painting or dancing. Those arehis choices. And I'm no longertoo sure about dancing -- youdon't know what can happen. I'llmake lunch.

(CONTINUED)

17.

16 CONTINUED: (2) 16

She leaves.

Stuart and Mr. Little are alone.

MR. LITTLESince she has Little Martha herprotective, maternal instincts arerunning somewhat amok.

STUARTI'll say.

MR. LITTLEAlso she just loves you so much,Stuart... it's hard for her tothink of you in danger.

STUARTThis has been a bad day. Momwants me to paint, George is madat me and you and Mom arefighting.

MR. LITTLEWell... it's not one of our bestdays, but it's not that bad. Thething about being a Little is youalways see the bright side. Everycloud has a silver lining.

STUARTEvery cloud?

17 INT. SCHOOL - DAY 17

Stuart is sitting at a miniature school desk on the top ofa regular school desk. He is dwarfed by a huge bookpropped open on a stand before him. We hear everyone inthe class turning the page. Stuart crosses over to hisbook, grabs hold of the bottom of the mammoth page, andwalks it from one side of the book to the other.

TEACHEROkay, does anyone know thedifference between longitude andlatitude?

TEACHER'S POV

We scan the class. Nobody moves. A BOY in the rearcautiously volunteers.

(CONTINUED)

18.

17 CONTINUED: 17

STUDENT (BOY)Is that like when somebody has abad latitude?

BACK TO SCENE

TEACHERNo. Interesting try, though. Anybody else?

Stuart peers out from behind his book and raises his tinyhand.

TEACHERStuart.

STUARTLongitude and latitude refer tothe imaginary lines that go aroundthe Earth, that help us measurewhere we are. Longitude measureseast and west, latitude measuresnorth and south.

TEACHER(pleased)

Now there's a boy who's done hishomework. Very good, Stuart. Very good.

A few KIDS look at him and roll their eyes. Someonewhispers.

WALLACETeacher's pet.

KID #2Yeah? What about the hamster?

A few kids giggle.

A SCHOOL BELL RINGS signalling the end of the school day. Kids jump out of their seats and hurry for the door.

17A INT. HALLWAY - LATER 17A

The hallway is lined with lockers. Stuart's locker issmaller than the others. As Stuart tosses things into hislocker, kids prepare to go home. Stuart calls to a BOY ata nearby locker.

(CONTINUED)

19.

17A CONTINUED: 17A

STUARTHey, Tony, I was wondering ifyou'd like to come over to myhouse this afternoon?

TONY (BOY)Hey, sorry, pal, I can't. Soccerpractice.

STUART(nods understandingly and turns to another boy)

Hey, Mark...?

MARKPiano lessons.

STUARTHey, Irwin?

ANGLE ON IRWIN

A creepy-looking kid with his shirt mis-buttoned andsticking through his fly. Irwin is aggressively pickinghis nose.

IRWINYeah?

STUARTUh... Nothing.

Stuart slides down his desk and gets into a tiny red carparked alongside it. He puts his knapsack in the backseat and takes off following a red line painted alongsidethe lockers just for him. He HONKS whenever someone getsin his way. Suddenly George runs over to him.

GEORGEHey, Stu, some of the guys aregoing over to Will's to playbasketball for a while.

STUARTCan I come?

GEORGE(uncomfortably)

Well, they... didn't exactlymention that you were invited.

(CONTINUED)

20.

17A CONTINUED: (2) 17A

STUARTOh... that's okay. I'm busyanyway.

GEORGEJust tell Mom I walked you home,okay?

George runs off. Stuart, nodding sadly, drives off alone.

18 EXT. NEW YORK STREET - DAY 18

Stuart is driving quietly down the sidewalk. He's goneabaut a block when suddenly he hears a loud SQUAWK andthen sees what appears to be a wounded BIRD fall out ofthe sky and land in the passenger seat of his car.

STUARTOh, my -- !

Startled, her swerves the CAR all over the sidewalk untilSCREECHING to a stop. He stares at the bird, lying in hiscar. Although, we don't know it yet, her name is MARGALO.

Stuart stares at her with a mixture of concern andfascination. She is definitely a unique creature, notmuch bigger than Stuart. She is wearing a pilot's leatherhelmet, and goggles and looks like what Amelia Earhartmight have looked like if she was a bird. Cautiously hereaches out to touch her.

STUARTMiss?... Miss?... Are you alive?

She doesn't answer. Stuart listens for her heartbeat.

STUARTShe's alive!

Slamming on the gas pedal, Stuart RACES quickly down thesidewalk.

STUARTOut of the way, please. Injuredbird, coming through.

CUT TO:

(CONTINUED)

21.

18 CONTINUED: 18

BIRD'S-EYE VIEW - CAR

The shadow of a huge bird crosses over it. We hear Jaws-like theme MUSIC.

CUT BACK TO:

CAR

Stuart and Margalo are zipping through pedestrian trafficwhen she opens her eyes and looks groggily at Stuart.

MARGALOWhat's going on? Where am I?

STUARTIt's all right. You're going tobe okay.

MARGALO(looks around)

But where's Falcon?

STUARTFalcon? What Falcon?

At that instant, a huge terrifying BIRD swoops down fromthe sky. All Stuart can make out is a sharp beak andterrifying pointed talons rushing at him. Margalo yellsto Stuart.

MARGALOThat Falcon!! Drive! Get out ofhere!

STUARTOh, my!!!

Stuart GUNS the CAR and goes shooting down the sidewalk. Margalo turns defiantly in the back seat and waves herfist at the bird.

MARGALOGet lost, you disgusting vulture!

STUART(nervously)

Do we really want to antagonizehim?

(CONTINUED)

22.


MARGALOJust drive!

(cursing again at the hawk)

Eat my feathers, you vile buzzard!

STUARTSee, you're just reducing yourselfto his level.

Stuart drives faster. People scatter in all directions. A metal grate begins to open like a drawbridge on thesidewalk in front of him. Stuart can't get around it.

STUARTUh-oh, we've got a problem.

MARGALOYou can make it! Don't slow down.

Like Smokey and the Bandit, he takes a deep breath, aimsfull-speed at the grate, and goes sailing over the top.

ANGLE ON MARGALO

as they are careening through the air.

MARGALOSee! What'd I tell ya?

Stuart's eyes are lit up with excitement. He is thrilled.

STUARTYeah!!!!

CAR

lands safely on the down-sloping grate and continues alongthe sidewalk, but the massive bird is still in fullpursuit.

Stuart SCREECHES around a corner and spots a stack ofplumbing supplies piled in front of a building. He zoomsinto an eight-foot long plastic pipe, about six inches indiameter. Peering out the far end he can see Falconlanding on the ground and looking around in totalconfusion. He has lost them. The Falcon flies away. Stuart lets out a deep sigh. Margalo looks up at Stuartand whispers.

(CONTINUED)

23.


MARGALONice going, friend.

STUARTFriend?

He smiles.

18A EXT. LITTLE HOUSE - ESTABLISHING SHOT - DAY 18A


Stuart is wrapping her wing with gauze. A doll's medicalkit is open beside him.

STUARTI wish my mom were here. She'd doa much better job. Why don't wetake off your scarf.

MARGALOGood idea. I --

She gasps.

STUARTWhat happened?

MARGALOMy pin. It's...

INSERT - STICKPIN

With a pearl on the head of it. However, part of thepearl is gone, leaving a jagged crater.

BACK TO SCENE

MARGALOIt must have happened when Falconsmashed into me.

STUART(sympathetically)

Oh, gee, that's too bad.

MARGALOYeah...

(CONTINUED)

24.

19 CONTINUED: 19

STUARTHey, who was that big bird? Andwhy was he after you?

MARGALOFalcon? Oh, I accidentally flewinto his territory.

STUARTHis territory?

MARGALOYeah. He thinks he owns the sky. Well, he can't tell me where tofly!... Although if you hadn'tshown up... Hey, who are youanyway?

STUARTOh.

(bows)Forgive me. My name is Stuart. Stuart Little.

MARGALOI'm Margalo.

She curtseys.

STUART(loves her name)

Margalo...

MARGALOSo tell me, Stuart Little, do youactually live here?

STUARTOh yeah. I'm a real Little. I'mthe middle child. The middleLittle.

MARGALOCute. You got some nice digshere. Very plush.

STUARTWhere do you live?

MARGALOWell, I'm kind of, uh... I don'texactly...

(CONTINUED)

25.


STUART(gently)

Are you... homeless?

MARGALOWell... yeah. Now I don't mind,you understand. I like it. It'sjust now with my injured wing, ifI have to go back out on thestreet, well... Hey, I'll survive.

STUARTOh no, you can't go back out onthe street, not while you're hurt.

MARGALOWell um... is there anyplacearound here I can crash?

STUARTCrash? You already crashed.

MARGALONo. I mean is there anyplacearound here I can lie down for awhile? Maybe just a little box? You know like one of those jewelryboxes with those soft linings? Ilike those.

STUARTI know just the thing. I'll beright back. Meanwhile, you canuse my cat's bed.

Margalo recoils.

MARGALOYou have a cat?!

STUARTOh, don't worry about Snowbell. He wouldn't hurt a fly.

20 EXT. HOUSE - SAME TIME 20

Snowbell sees a fly. Quick as a wink, he jumps into theair and swallows it.

SNOWBELLI've had better, I've had worse.

He heads for the house.

26.


Snowbell enters the kitchen through the "doggy" door andsaunters over to his water bowl. Suddenly he sees Margaloin his bed and nearly jumps out of his skin.

SNOWBELLAaaa!!

MARGALOSorry. I didn't mean to scareyou.

SNOWBELLScare me! That's a laugh.

(laughs)Hear that? That was a laugh.

Snowbell now goes through a series of threatening posesand hissing sounds, then starts choking.

SNOWBELLHairball. Major hairball.

He clears his throat.

SNOWBELLAnd yet we continue to lickourselves. Unbelievable.

Stuart returns.

STUARTHey, Snowbell, meet Margalo. She's going to be staying with usfor a while.

SNOWBELLStaying?! Are you out of yourmind? Stuart, you can't just dragstray birds in here. What do youthink this is, a halfway house? It's not sanitary. I mean, lookat her, she's filthy -- nooffense. She could have germs. And how do you know she's not avagrant or a thief? Am I beingtoo vague? Get rid of her!

Mrs. Little's voice can be heard coming from the doorway.

MRS. LITTLE (O.S.)Hi, we're home. Sorry we're late.

(CONTINUED)

27.

21 CONTINUED: 21

STUART(yells)

Little hi, Little low.

MRS. LITTLE (O.S.)Little hey, Little ho.

MARGALOWhat the heck was that?

STUART(a little embarrassed)

Oh, that's... how we greet eachother.

MARGALOInteresting.

SNOWBELL(pleased)

Never mind. You're in for it now. Mrs. Little hates when animalswalk in here off the street. Shechases my friends out with abroom. When she sees this, she'sgoing to throw a fit.

CUT TO:

22 INT. LITTLE HOUSE - MOMENTS LATER 22

Mrs. Little standing over Margalo, cooing.

MRS. LITTLEOoohhh... such a pretty littlebirdie.

She cups Margalo in her hands and lifts her up, makingkissing noises. Snowbell shakes his head.

SNOWBELLI don't understand. If I live tobe eight, I will never understand.

STUARTI found her.

MARGALOFound me? He did more than that. He saved my life.

MRS. LITTLEHe did?

(CONTINUED)

28.

22 CONTINUED: 22

STUARTMom, can she crash here?

23 INT. LIVING ROOM - EVENING 23

OPEN ON a jewelry box that has been converted into anornate bedroom suite. A tiny ballerina swirls on theuppermost level of the box and below it there is a holderfor a tiny toothbrush and a bar of soap. The bottomdrawer has been pulled out and turned into a bed, completewith a lace doily for a bedspread. It is a surprisinglyopulent setting.

STUART (O.S)What do you think?

REVEAL Margalo gazing at her new "home" as Stuart waitsexpectantly for her reaction. Mr. and Mrs. Little watchfrom a discreet distance. Margalo turns away.

STUARTWhat? What don't you like?

Margalo sniffles and wipes her eyes with her good wing.

MARGALOI never... I mean nobody ever...it's so beautiful.

Stuart is very happy.

MARGALOBut where will your mother keepher jewelry?

Mrs. Little steps forward.

MRS. LITTLEOh, don't worry about that. Theonly thing I really value is myengagement ring.

She shows it.

Sunlight coming through the window, catches the ring andit shines very brightly.

MARGALOWow, that's beautiful.

(CONTINUED)

29.

23 CONTINUED: 23

MRS. LITTLEIt's been worn for fivegenerations of Little women, Idon't mean little women, I --well, let's just say it's very,very special to me.

MARGALOBut now where will you keep it?

MRS. LITTLEOh, I never take it off. Exceptto do the dishes.

MARGALOAh...

MR. LITTLEAnd half the time I do 'em.

MARGALOWell, I'll just stay 'til my wingheals.

MRS. LITTLEStay as long as you like.

Mr. and Mrs. Little exit.

SNOWBELLJust remember. Guests are likefish. After two days they startto stink.

24 INT. KITCHEN - MORNING 24

We hear MARTHA WAILING away.

CLOSEUP of a dish of glop hitting the floor.

MRS. LITTLE (O.S.)Snowbell...

Snowbell reluctantly starts licking up the glop.

SNOWBELLHow about I spill something and weget the kid to lick it up?

ANGLE ON STUART

feeding Margalo with a little spoon.

(CONTINUED)

30.

24 CONTINUED: 24

MARGALOStuart, I'm full.

STUARTFull? You eat like a bird.

He laughs.

MRS. LITTLECome on, Stuart, time for school.

STUARTOh, I'm not going to school today.

MRS. LITTLEOh, you're not?

STUARTNo. I'm staying home to take careof Margalo...

MRS. LITTLE(sweetly)

Well, guess again. You are goingto school and I'll take care ofMargalo. And wear your rubbersand in art class don't run withscissors. I'll get your backpack.

She exits.

Stuart's a little embarrassed.

STUART(to Margalo)

She's a little over-protective. You know... mothers.

MARGALOWell, I don't really know.

STUARTNo?

MARGALOSee, my mom just kinda one day...wasn't there anymore.

STUARTOh.

(CONTINUED)

31.


MARGALOIt's kind of hard even to rememberher now... I only remember twothings. She used to sing to meand she... gave me that pearlpin...

STUARTOh... the one that broke?

MARGALOYeah. It was part of our nestwhen I was a baby. I've had itever since.

STUARTGee, I'm sorry.

(impressed)So you've been completely on yourown all your life.

MARGALOYou bet.

STUARTI'll bet it's been scary.

MARGALOHey... it's been an adventure.

STUARTI wish I had some adventures. I'monly allowed to paint.

MARGALOHey, life is an adventure. Justwalking out that door is anadventure.

Snowbell enters.

SNOWBELLHas anyone seen my tinkle ball?

George appears with his schoolbooks in tow.

GEORGECome on, Stu. We're late.

MARGALO(to Stuart)

Go for it, kid. The adventurebegins.

32.

25 EXT. LITTLES' FRONT STOOP - MORNING 25

Stuart steps outside the front door and immediately tripsover Snowbell's tinkle ball and rolls down the frontsteps. He stands up, shakes his head to clear it.

STUARTWell, that feels like enoughadventure for one day.

He turns and is immediately whacked by a thrown rolled-upnewspaper. Again, he clears his head.

26 INT. LITTLE HOUSE - LATER 26

Martha in a stroller. Mrs. Little is taking her out for awalk.

MRS. LITTLEMargalo, Martha and I are goingout for awhile.

MARGALOOkay.

MRS. LITTLE(to Martha)

Say, bye, birdie. Bye...(discouraged)

Nothing.

They exit. Margalo is alone. She flaps her wings alittle, but the bandage is restricting her. Lookingaround to make doubly certain that she's alone, sheremoves the bandage.

MARGALO(pleased)

Ahhh...

She takes off and flies. She goes out the window and onto the roof.

27 EXT. ROOFTOP - CONTINUOUS ACTION 27

She lands and breathes in the fresh air.

MARGALOFresh air...

From behind her we see the falcon soaring above. Margalodoesn't know he's there. The falcon draws a bead on herand swoops down straight at her -- closer and closer,until... he lands right behind her. Margalo turns,startled.

(CONTINUED)

33.

27 CONTINUED: 27

MARGALOFalcon!

(whispers)... You scared me.

FALCON (BIRD)(slightly sarcastic)

Aw, I'm sorry. How's it going,babe!

MARGALO(nervously)

Fine...

FALCONYeah? Well, then what's holdingthings up?

MARGALOWell, I --

FALCONYou've been here two days. Howlong does it take to steal onelittle ring? Usually, you're inand out the same day.

MARGALOShe only takes the ring off to dothe dishes and the last two nightsher husband did them.

FALCONAw, that's sweet. Does he wear alittle apron?

MARGALOHey, don't pressure me, okay? Have I ever let you down?

FALCON(with real admiration)

Never. You're the best. The bestgirl I ever had working for me. Inever saw anybody do the injuredwing scam like you do it. 'Helpme, save me, the big falcon isafter me.'

He laughs.

MARGALOSpeaking of which you hit me kindof hard. You broke my pin.

(CONTINUED)

34.


FALCONWhat? That stupid thing yourmother gave you? Trash. Iwouldn't pick my nose with it. Look, take all the time you need. Just get me that ring.

He flies off.

28 INT. DINING ROOM - NIGHT 28

Mr. and Mrs. Little and George are at the table. Mr.Little nudges Mrs. Little and they glance down.

On the floor, near the big table is a little table set fortwo. Stuart gallantly holds out a chair for Margalo whosits down. Stuart serves her a tiny hamburger on a bun,then picks up a handful of peas from a small serving bowl. He juggles the peas. He then gets them to roll down hisarm into her plate. He smiles proudly. Just then, a pealands on his head, squishing. He winces. Margalo burstsout laughing. Stuart wipes the pea off his head andsmiles.

29 INT. KITCHEN - LATER 29

Mrs. Little prepares to do the dishes. She takes off herring. Margalo notices.

O.S. MARTHA CRIES.

MRS. LITTLEOh...

Mr. Little enters.

MR. LITTLEYou go ahead, I'll do the dishes.

MRS. LITTLEOh, but you did them last night.

MR. LITTLEFor you I would do dishes everynight.

MRS. LITTLEAww...

She kisses him and exits.

(CONTINUED)

35.

29 CONTINUED: 29

MR. LITTLE(sotto, to Margalo)

I just didn't want to change thebaby.

(with distaste)Phui.

He laughs. Margalo forces a laugh.

30 EXT. ROOFTOP - NIGHT 30

Stuart and Margalo are in the front seat of Stuart's car. They're sharing popcorn and are apparently at a drive-inmovie, because we can hear DIALOGUE from an old romanticMOVIE.

STUARTAre you cold?

MARGALOUh-uh.

REVEAL that they are watching an old movie on a portabletelevision.

STUARTI guess when the weather gets toocold you'll just... fly south?

MARGALOWell... to tell you the truthI've... never flown south. It's... kind of a dream of mine. Get out of the cold windy city...catch that jet stream... fruittrees... millions of new birds tomeet... I hear it's paradise.

STUART(surprised)

Then how come you haven't done it?

MARGALOOh... something always stops me.

A shadow passes over them. It's a cloud passing the moon.

(CONTINUED)

36.


STUARTYeah, something's always stoppingme too. Everybody around here --Mom, George, the kids on thesoccer team -- they all think I'mtoo small to accomplish anything.

MARGALOHey -- the way I see it -- you'reas big as you feel.

STUARTYeah... Boy, I'm really glad youfell in my car. I mean I'm notglad you fell, I just mean -- havesome more popcorn.

MARGALOOkay.

She picks out more popcorn, then reacts.

MARGALOWhat -- ?

She pulls out her stickpin, fully repaired.

MARGALOMy pin! It's fixed! How -- ?

STUART(modestly)

Oh, it was no big deal. You know,on my way home from school, Idrive right past the place whereyou crashed down into my car so Ijust got down on the ground and Icrawled around for a while andbingo there it was -- in a crackon the sidewalk. Then all I hadto do was take it home, work on itin the basement in my dad'sworkshop and one, two, three, goodas new.

MARGALONo, Stuart, it's not... it's much,much better.

She snuggles up to him as they watch the movie.

37.

31 INT. PARENTS' BEDROOM - LATER 31

Mr. and Mrs. Little start making their bed. Everythingthey do -- turning down the bed cover, pulling back theblankets -- they do in perfect harmony.

MRS. LITTLEIsn't it nice that Stuart has afriend?

MR. LITTLEWell, I don't think Stuart thinksof her as a 'friend.'

MRS. LITTLEWhat do you mean?

MR. LITTLEI mean he's smitten. He'sinfatuated. He's bedazzled.

MRS. LITTLEStuart?!

MR. LITTLEM-hm.

MRS. LITTLEBut he's... a baby.

MR. LITTLEBoys start having crushes reallyyoung.

They put the pillows on the bed.

Mrs. Little is thinking about his.

MRS. LITTLEFrederick... did you have... a lotof crushes?

MR. LITTLE(smiles at her)

I'm still having one.

He turns off the light.

32 MONTAGE - INT. LIVING ROOM - NIGHT 32

A family musicale. They sing around the piano. Margalowatches.

The MUSIC CONTINUES OVER:

(CONTINUED)

38.

32 CONTINUED: 32

Mrs. Little sticks a pretty little sign on Margalo'sjewelry box which say, "Margalo's Place."

In a RAPID SERIES OF SHOTS the box becomes more and morefurnished and homey and pretty -- a little rug, some birdtoys, a swing, etc.

33 EXT. ROOFTOP 33

Mr. Little completes work on a new birdbath. They watchas Margalo tries it out.

34 INT. LIVING ROOM 34

The family is playing "Clue" and enjoying it.

MANTEL

A new family picture is placed on the mantel. It includesMr. and Mrs. Little, George, Stuart, Snowbell, and Margaloseated on Snowbell's head.

Margalo stares at it. She seems to have mixed reactions.

SMALL DINNER TABLE

Now Margalo is juggling peas for Stuart. She serves themto him, then looks up for one pea she hasn't accountedfor. Then, once again, the last pea lands with a squishon Stuart's head. Margalo and Stuart both laugh.

FAMILY MUSICALE

The song ends with Margalo flying up on to the bust ofBeethoven and joining in with a fancy trill delighting theLittles.

35 EXT. BIRDBATH - MORNING 35

Margalo is treating herself to a bath and reprising thesong she sang with the family. She is alone. She turnsand is startled by the sight of Falcon perched on the edgeof the birdbath.

(CONTINUED)

39.

35 CONTINUED: 35

FALCON(sarcastic)

Isn't this delightful? Singing inthe shower. Do you need anything? A sponge, some shampoo?

MARGALO(nervously)

I was just...

FALCONYeah, you were just. Never con acon man. What's going on? I'mgrowing old waiting for that ring.

MARGALOWell, I was thinking... What ifwe... just forget the job?

FALCONPardon me?

MARGALOIt's just that... it's too hard. Like I said, she never takes thering off. Give me another job andI promise I'll make it up to you.

Falcon flies to the window sill. Looking in, he can seethe mantel and the new family picture.

FALCONYou think I don't know what'sgoing on? I've been watching you.You're starting to 'like' thesepeople. Especially that mouse.

She doesn't answer.

FALCONMargalo, what did I teach you? First lesson.

MARGALO(mumbles)

Never care about the mark.

FALCONI didn't hear you.

MARGALO(louder)

Never care about the mark.

(CONTINUED)

40.


FALCONThat's right. The mark is yourvictim. And when you care aboutthem, you become the mark! Youbecome the victim.

MARGALOIt's not like that! You don'tunderstand because you never had afriend. Just people who wereafraid of you.

FALCONThat's right. Friendship comesand goes. Fear is permanent. Andprofitable. I'll prove it to you.

MARGALOYeah, how?

FALCONGet me that ring -- by tonight!--or I'll kill the mouse.

MARGALOYou -- !

FALCONSee what I mean? Fear. The onlyfriend I need. By tonight. Don'tforget.

He flies away.

36 INT. KITCHEN - THAT EVENING 36

Mrs. Little finishes doing the dishes. She turns awayfrom the sink with wet hands and finds a dish towel. Shewipes her hands thoroughly, then turns back to the sink.

She reaches for the ring stand. The ring is not on it. Confused, she looks at her finger, then back at the stand,then all around the area, gradually becoming more panicky.

MRS. LITTLEWhat -- I -- Frederick! George! Stuart!

One-by-one, Mr. Little, George and Stuart rush in to thekitchen.

(CONTINUED)

41.

36 CONTINUED: 36

Mrs. Little is very upset and is turning over everythingin the kitchen.

MR. LITTLEWhat is it?

MRS. LITTLEMy ring! My wedding ring! It'sgone!

MR. LITTLEWhere did you have it last?

MRS. LITTLEOn the ring stand. I took it offto do the dishes.

MR. LITTLEAre you sure?

MRS. LITTLEYes... No... Yes. I don't know,I'm too upset. If I didn't takeit off...

She gasps.

MR. LITTLEWhat?

MRS. LITTLEIt could've gone down the drain.

He gasps exactly as she did.

MRS. LITTLEI'll call a plumber.

She exits.

STUARTI can do it. Let me go, Dad.

MR. LITTLEGo where?

STUARTDown the drain. If it's there, Ican bring it back up. It's anadventure.

MR. LITTLEI don't know, Stuart. It'sawfully dark down there.

(CONTINUED)

42.


GEORGEAnd smelly. And cold.

STUARTBut... it's Mom's ring. Come on,Dad, let me try.

Mr. Little thinks about it. He's torn.

37 INT. KITCHEN - MOMENTS LATER 37

Mr. Little removing a small pocket flashlight from his keychain.

He hands it to Stuart who is dressed in his yellow rainsuit and hat. He is ready for the descent. He climbsonto a fishing hook attached to a string, waves bravely,and is lowered into the chain.

MR. LITTLEIf it gets too cold or toofrightening you just tell us. Oryank on the string and we'll pullyou right up.

STUART (O.S.)Will do.

GEORGEHow is it so far?

STUART (O.S.)Wet.

Looking up from STUART'S POV, we can see glimpses of hisfather's eyes looking down at him and occasional views ofthe kitchen ceiling growing further and further away. Itis like he is viewing the world from the wrong end of atelescope.

STUARTThere's a lot of slimy stuff onthe walls.

GEORGE What does it look like?

BACK TO SCENE

Stuart looks around. It's wet and slimy.

(CONTINUED)

43.

37 CONTINUED: 37

STUARTLike the inside of your nose.

A look of revulsion flashes across George's face.

ANGLE ON STRING

It is fraying as Stuart descends but no one notices.

MR. LITTLEDo you see the bottom yet?

STUART (O.S.)No! Just more pipe. Andeverything we ate for dinner lastweek. The pipe just seems to goon and on and --

(falling)ooooon...

The string has broken. Mr. Little pulls it. The looseend comes rising out of the drain without Stuart. Mrs.Little returns.

MRS. LITTLEThe plumber said he -- what'sgoing on?

MR. LITTLEWell... we have a littleproblem... someone you and I lovejust, sort of... went down thedrain.

MRS. LITTLEStuart?!!

GEORGEGood guess, Mom.

MRS. LITTLEWhat's he doing down there?!

MR. LITTLEWe... sent him down to look forthe ring.

MRS. LITTLEYou sent our son down the kitchendrain?!

MR. LITTLEWell --

(CONTINUED)

44.


MRS. LITTLEWould you send Martha up thechimney? Or George down thetoilet? I don't think so!

MR. LITTLEEleanor, you're being a little...

MRS. LITTLEA little what?

MR. LITTLELet's just concentrate on helpingStuart.

MRS. LITTLEStuart!

MR. LITTLE(yells into the drain)

Are you all right, Stuart? Canyou hear me?

We hear Stuart SPLASHING.

STUART (O.S.)I'm okay.

SPITTING noises.

MR. LITTLEI'm lowering more string. Can yousee it? Can you grab it?

STUART (O.S.)I can't reach it. It's not longenough.

MRS. LITTLEGet more string!

Panicking, they all comb through all the kitchen drawerslooking for more string, flinging things everywhere.

37A EXT. LITTLE KITCHEN - SAME TIME 37A

Margalo is perched outside the kitchen window, watchingand listening to the action inside. She checks under herwing where she has Mrs. Little's ring.

THROUGH the window:

(CONTINUED)

45.

37A CONTINUED: 37A

GEORGEThere is no more.

MRS. LITTLEWell, what else can we use asstring?!

GEORGESpaghetti?

MRS. LITTLEHang on, Stuart.

37B INT. KITCHEN - SAME TIME 37B

At that instant, Margalo flies in the window and over toMrs. Little, and, before anyone realizes what hashappened, she unlatches her pearl necklace and lowers itinto the drain. Mrs. Little stares at her with shock andadmiration.

MRS. LITTLEWhy didn't I think of that?

Stuart calls out.

STUARTI got it.

Margalo quickly takes to the air, raising the necklacewith Stuart holding on to it, and bringing him to safety. He emerges from the drain empty-handed but to the cheersof his entire family.

Mrs. Little grabs her little boy and presses him to hercheek. You've never seen so much love.

MRS. LITTLEOh, Stuart. To think I could havelost you for a stupid ring.

STUARTIt wasn't down there, Mom.

Then she reaches out to Margalo, lifts her up, and kissesthe top of her head.

MRS. LITTLEWhat a wonderful little bird. This family owes you so much.

Margalo stands there with what seems like a guilty look onher face.

(CONTINUED)

46.

37B CONTINUED: 37B

STUARTMargalo, you're the best friend Iever had.

Margalo looks down, as if embarrassed by Stuart'sdeclaration.

This is all too much for George. He takes one whiff ofhis brother and takes a step back.

GEORGEYuck, you stink.

Everyone but Margalo laughs.

37C INT. HALLWAY - LATER 37C

Margalo listens to an O.S. ARGUMENT coming from the masterbedroom.

MRS. LITTLEWhat if someone had accidentallyturned on the garbage disposalwhile he was down there? Whatabout that?

MR. LITTLEI would not have let that happen.

MRS. LITTLEYou let him go down the drain.

MR. LITTLEEleanor, I love him just as muchas you do. I'm just not quiteas...

MRS. LITTLE(defensively)

Emotional? Hysterical? What wereyou going to say, Frederick?

MR. LITTLEI... forget.

MRS. LITTLE(calmer)

Oh, Frederick, I know I'm being...overprotective I just can't standthe idea of Stuart getting hurt.

47.

38 INT. BOYS' BEDROOM - DOOR TO STUART AND GEORGE'S 38BEDROOM - NIGHT

Margalo pushes it open a crack and flies up to Stuart'sbunk. He is asleep. She lands beside him and whispers inhis ear.

MARGALOStuart. I need to talk. There'ssomething I need to tell you.

He is sound asleep and doesn't hear her. After a momentshe quietly turns away.

39 INT. WINDOW - NIGHT 39

Margalo is wearing her helmet and goggles. She stepsoutside. She hesitates for a moment and we see tearsforming in her eyes. Then she spreads her wings, takes astep, and flies off into the night sky.

40 INT. STUART'S BEDROOM - MORNING 40

The ALARM GOES OFF. Stuart wakes up. Margalo's stickpinis on his pillow. He reacts.


Stuart is climbing up into his chair at the breakfasttable.

We see a PLUMBER's legs sticking out under the sink. ThePlumber slides out.

PLUMBERYou people sure like yourmeatloaf.

MR. LITTLEYes, we do. Did you find thering?

PLUMBEREverything but.

The Littles accept this news bravely.

STUARTHey, where's Margalo?

MRS. LITTLEProbably still asleep.

Stuart jumps out of his chair.

48.

42 INT. LIVING ROOM - MARGALO'S EMPTY BED - MOMENTS LATER 42

The Littles are standing over it.

MR. LITTLEMaybe she just went out for a walkor a little flight around theneighborhood.

MRS. LITTLESure, you know... to strengthenher wing.

STUARTYeah... maybe. But why did sheleave me her pin?

They can't answer.

MRS. LITTLEI'm sure she wouldn't leavewithout saying good-bye.

MR. LITTLEShe'll probably be back before youget home from school.

Stuart looks unconvinced.

The Plumber enters.

PLUMBERWhile you're all upset anyway,here's my bill.

He exits.

Stuart stares at Margalo's empty bed.

43 OMITTED 43& &44 44

45 INT. BOYS' BEDROOM - NIGHT 45

George is sleeping. Something disturbs his sleep. Hewakes up and sees Stuart packing.

GEORGEWhat are you doing?

(CONTINUED)

49.

45 CONTINUED: 45

STUARTI couldn't sleep. I think I knowwhat happened. I think the Falcongot her.

GEORGE(impressed)

Yeah?!

STUARTI'm going to find her. And don'ttry to talk me out of it, becauseI've made up my mind.

GEORGEAre you crazy? You can't go outthere.

STUARTYou mean because I'm too small? Listen, George, you're as big asyou feel.

GEORGEBut... all right, then, but let mecome with you.

STUARTNo. I need you to stay here andcover for me.

GEORGECover for you? How?

STUARTTell Mom and Dad that I... had toleave early for school.

GEORGEWhat if they ask why?

STUARTWell, make something up. You'resmart.

GEORGE(uncomfortable)

Stuart... she's just a bird.

STUARTNo, George, she's family. Andshe's my friend. And when you'refriends with Stuart Little you'refriends for life.

(CONTINUED)

50.


GEORGEWell if you won't let me come atleast get somebody to go with you.

STUARTThat's a good idea, but who?

46 INT. SNOWBELL'S BED 46

Snowbell is asleep on his back, legs spread. He makeslittle noises in his sleep.

STUART(whispers)

Snow... Snowbell!

Snowbell wakes up, frightened.

SNOWBELL(rapidly)

The good silverware's in thedining room, take whatever youwant but don't hurt me.

STUARTIt's me Stuart.

SNOWBELLOh... This better be important.

STUARTMargalo's still missing.

SNOWBELLI should've been more specific. Imeant important to me.

STUARTI'm going out to look for her. Iwas hoping you'd come with me.

SNOWBELLWhy would I do that?

STUARTWell, because we're friends... andbecause I'd do the same for you...and because if you don't and theLittles ask where I've gone,George is going to tell them youate me.

(CONTINUED)

51.

46 CONTINUED: 46

SNOWBELLWhat?! Why you little -- Ooh! You know something... everybodythinks you're so nice. You're notso nice.

47 EXT. NEW YORK STREET - BEFORE DAWN 47

Stuart is driving. Snowbell jogs alongside.

SNOWBELLSlow down. The most exercise Iget is circling my cat box.


Mrs. Little is at the kitchen table feeding Martha.

MRS. LITTLESay 'Mama'... 'Dada'... Sayanything...?

She sighs. George enters.

GEORGEGotta go.

MRS. LITTLEWhere's Stuart?

GEORGEOh, uh... he already left.

MRS. LITTLEHe did? Why?

GEORGEOh, uh... he had to get to schoolearly so he could, uh...

(an idea)Because he's in the school play!

MRS. LITTLE(pleased)

Really?

GEORGEYes. He... plays a mouse. Andthey rehearse in the morningbefore school.

(CONTINUED)

52.

48 CONTINUED: 48

MRS. LITTLEWhy didn't he tell me?

GEORGEHe... forgot. You know because ofbeing worried about Margalo.

MRS. LITTLERight. Well, good, this will takehis mind off it.

GEORGEYeah. Gotta go.

George runs out.


Say 'oatmeal'...

49 EXT. NEW YORK STREETS - DAY 49

Stuart and Snowbell are standing next to Stuart's car. Smoke is coming out from underneath the hood.

SNOWBELLThis looks like me after I foundthat burrito. Well, we gave itour best shot. Let's go home. Race you for the warm spot underthe window. Go.

Stuart pushes the car against the building and begins towalk.

STUARTWe're not giving up.

SNOWBELL(cajoling)

Oh, why not? Giving up is fun. And look at all the time you save. I'm telling you, Stuart, if morepeople gave up there'd be fewerwars.

A pair of squirrels rush by.

STUARTExcuse me. We're looking for abird that may live around here. AFalcon.

(CONTINUED)

53.

49 CONTINUED: 49

The SQUIRRELS SCREECH and run away.

SNOWBELLWell, that was encouraging.

CUT TO:

49A INT. LITTLE HOUSE - AFTERNOON 49A

George returns home from school. Mrs. Little is there.

GEORGEHi, Mom.

MRS. LITTLEHi. Where's Stuart?

GEORGE(surprised)

You mean he's not...?(improvising)

Oh! Oh! I just remembered. Hetold me to tell you that he'srehearsing again. At Will'shouse. And... he might even haveto sleep over.

MRS. LITTLESleep over? On a school night?

GEORGEHey. That's what he said. Gottago.

George runs out.

Mr. Little enters.

MR. LITTLEBoys home?

MRS. LITTLEGeorge is but Stuart is rehearsinga play. And then he's stayingover at Will's house tonight.

MR. LITTLEOn a school night?

MRS. LITTLEWell... I thought it would givehim room to grow.

Mr. Little nods his head and smiles at his wife. He'svery proud.

54.


Stuart and Snowbell are in a seedier part of town. Stuartsees a leaky faucet. He pulls a towel out of his knapsackand washes his hands and face. Then he pulls out someraisins and begins to eat. Snowbell is not happy.

SNOWBELLI see you remembered to take careof your needs. What about myneeds.

STUARTWould you like some raisins?

SNOWBELL(contemptuously)

Cats don't eat raisins! We havetoo much class. We eat fish by-products. Also, I... need to gotinky.

STUARTHow about the alley.

SNOWBELLAn alley? I'm a cat! We'refastidious creatures. We use alitter box. We don't just yell'Bombs away' and go wherever weare! Look, face it, we're nevergoing to find her.

STUARTIf we only knew somebody whoreally knew the streets. Who knewthe disgusting underbelly of lifein the Big City.

51 EXT. CHINESE RESTAURANT - BACK ALLEY - EVENING 51

Before we realize what is happening, the back door opens,and a big black cat is sent hurling into the alley. It isMONTE.

CHINESE MANYou stay out of my kitchen. Youcome back again and I serve youfor dinner.

The Man returns to his restaurant and slams the door. Monte raises his fist.

(CONTINUED)

55.

51 CONTINUED: 51

MONTEDon't you threaten me! What Icould tell the health inspectorwould close you down in a New Yorkminute!

Monte quickly regains his composure, wipes himself off,and is about to wander away when Snowbell calls out tohim.

SNOWBELLHi, Monte.

Monte sees Snowbell.

MONTEOh, hi.

STUARTMonte, we need your help.

MONTE(to Snowbell, re: Stuart)

Hey -- are you still friends withhim or can I eat him?

SNOWBELLNo, you can't eat him.

MONTEPleeease!

SNOWBELLNo. Now pay attention. What doyou know about a bird calledFalcon?

MONTEFalcon! Oh, that's a bad guy. You don't want to fool with him.

STUARTWhere can we find him?

MONTEFind him? You don't want to findhim. You don't want anything todo with him. Trust me. He'd eatyou so fast you'd be a pile ofFalcon poop before you could yellfor help.

(MORE)

(CONTINUED)

56.


MONTE (CONT'D)(to Snowbell)

Falcons eat cats too, you know. They grab you by the neck andcarry you so high you can't evensee the ground. And then theydrop ya. By the time you hit thepavement, they just drink what'sleft through a straw.

Snowbell is frozen in terror. Snowbell gulps.

STUARTSnowbell, are you all right?

SNOWBELL(nervously)

Yeah. In fact, good news. I nolonger need a litter box.

MONTE(laughing)

Mop up on aisle three.

SNOWBELLStu, listen. This whole thing hasbeen a groove and a gas, but it'simportant to know when the fun'sover. You don't want to be thatlast pathetic person who leaves aparty.

STUARTI told you. We're not giving up.

MONTEWell... if you gotta find him, helives at the top of the PishkinBuilding. Across the park.

52 EXT. PISHKIN BUILDING - DAY 52

The CAMERA TILTS DOWN FROM the towering heights of thebuilding with its silver art deco pinnacle and massivefalcon gargoyles projecting out from each corner of itsuppermost floor. Stuart and Snowbell are across thestreet in a cafe, looking up. They are dwarfed by theimmensity of the building.

53 EXT. OUTDOOR CAFE - DAY 53

Stuart and Snowbell are walking around the tables in anoutdoor cafe across the street from the building.

(CONTINUED)

57.

53 CONTINUED: 53

Snowbell keeps being attracted to bits of food on theground but Stuart admonishes him.

STUARTSnowbell, how can you think offood at a time like this? Stay ontrack, will you?

(suddenly points)Look!

Stuart and Snowbell zero in on a cellular phone stickingup out of a woman's purse sitting beside her chair. Stuart rushes to it. He climbs up the side of the purseand tumbles into it, landing alongside a packet of Kleenextissues, a set of keys, a box of Altoids, a pile of loosechange, and the phone. He turns it on and dials. Suddenly we hear George on the other end and CUT BACK ANDFORTH BETWEEN them.

GEORGEHello, Little residence.

STUART(whispering)

Oh, George, I'm glad you answered.

GEORGEWho is it? Can you speak louder,please?

STUART(raising his voice a bit)

George, it's me, Stuart.

GEORGEStuart!

(then lowering his voice quickly)

Stuart. Where are you? How areyou? Did you find her? Are youall right? How's Snowbell? Whenare you coming home? Mom and Dadare asking lots of questions.

STUARTSo are you. Look, I only have asecond. I just want you to knowthat I found her, I'm going off toget her right now, and with anyluck, we'll be home by fouro'clock.

(CONTINUED)

58.


GEORGEBut where are you?

STUARTWe're at the Pishkin --

At that instant a WOMAN's hand reaches into the purse andpulls out Stuart along with the phone.

WOMANI'll just call my husband and --

She sees Stuart clinging to the phone and screams.

WOMANA mouse! There's a mouse using myphone!

STUARTIt's all right, calm down. It wasa credit card call.

She begins screaming at the top of her lungs.

54 INT. LITTLE LIVING ROOM - DAY 54

George is standing next to the living room phone with hisschool bag still on his back.

GEORGEStuart? Stuart? Are you stillthere?

Suddenly Mrs. Little appears carrying Martha.

MRS. LITTLEGeorge, is that Stuart?

GEORGE(quickly hanging up)

Uh... let me think. Yeah.

MRS. LITTLEWell, where is he? I thought hewas coming home.

GEORGE(nervous)

Uh, he is. Later. He and Willneeded to rehearse some more. Infact, I just left them at Will's.

(CONTINUED)

59.

54 CONTINUED: 54

There is a KNOCK at the door. Mrs. Little goes to answerit. Will is standing there.

WILLHi, Mrs. Little, is George here?

MRS. LITTLEWill?

George turns white and dashes into the hallway.

GEORGEWill! I found it.

WILLFound what?

GEORGEThe... calculator.

WILLThe cal...

GEORGE(pulling him)

It's in my bedroom. Come on, I'llget it.

MRS. LITTLEWill, where's Stuart?

WILLStuart?

GEORGEIt's okay, she knows about theplay.

(to Mrs. Little)They wanted it to be a surprise.

(to Will)I had to tell her. So she knowsStuart is at your house, and we'regoing right back over there.

WILL(gets it)

Oh, yeah. Right. It's going tobe great. I just needed to getthe... calculator?

GEORGETo figure out how long they shouldrehearse.

(CONTINUED)

60.


WILLIt's a very complicated play.

GEORGECome on, it's on my desk.

WILLSee you later, Mrs. Little.

The two boys quickly run up the stairs to George's room. Mrs. Little stands there with her daughter.

MRS. LITTLEGeorge, remember, you and Stuarthave a soccer game later.

GEORGE (O.S.)We'll meet you there!


Will and George are walking over to Will's house.

GEORGEI can't handle this. I'm toostressed. All this lying. I'venever lied before.

WILLThat's why she believes you.


Stuart and Snowbell are standing outside the PishkinBuilding wondering what to do.

SNOWBELLWhat are you planning to do,Spiderman, scale the wall?

STUARTI'll think of something.

Stuart stands there silently for a moment and then noticesa balloon man selling balloons across the street. Hiseyes widen.

57 INT. WILL'S BEDROOM - DAY 57

George and Will are playing Battleship when Will's brotherDAREN, 14, comes into the bedroom carrying a portablephone.

(CONTINUED)

61.

57 CONTINUED: 57

DARENGeorge, it's your mother.

GEORGEMy mother? Oh, no. What did youtell her?

DARENTell her? I said, 'Just a minute,I'll get him.'

He hands George the phone. George takes a deep breath.

GEORGEMom? What's up? Stuart? Wellactually, he's... taking a nap'cause, they've been working sohard on... the big dance number. If you want I can put the phone byhis mouth and you can listen tohim breathe.

He holds it up to Will who makes little mousey snores.

GEORGEOkay, I'll have him call you assoon as he wakes up... I love you,too.

WILL(mousey voice)

I love you, too.

George hits him.

GEORGENo, that was Will's brother. 'Bye.

(hangs up and turns to Will)

Now what do I do?

WILLMaybe we should go look for him.

GEORGEWhere? All he told me was he wasat a wall.

WILLA wall? What kind of wall? Theremust be a million walls in NewYork.

(CONTINUED)

62.


GEORGEBoy, are we in trouble.

WILLWe?

GEORGEYeah, 'we.' He didn't spend thenight rehearsing at my house.

58 EXT. SIDE OF PISHKIN BUILDING - DAY 58

A helium-filled balloon rising up alongside the PishkinBuilding.

A Coke can is suspended beneath it like a makeshiftgondola. Stuart is standing inside it, slowly dribblingout handfuls of sand to lighten the load. He looks downat Snowbell who is waving at him as Stuart rises higherand higher up the side of the building.

59 OMITTED 59

60 EXT. TOP OF BUILDING - DAY 60

Stuart rising even higher up the side of the building.

The balloon is being buffeted by winds.

He is almost at the top. He sees the falcon gargoylesjust above him. And then he is there. With perfecttiming he steps out of the gondola onto the terracesurrounding the pinnacle of the building. It is strangelyempty and unguarded. Clearly not many people arrive thisway.

Cautiously, Stuart reaches into his knapsack and pulls outa bow made out of a paper clip and rubber band, and a pincushion full of arrows. He begins stalking through thelarge space crouched like a policeman with a gun.

STUART(quietly)

Margalo? Margalo? Are you uphere? Is anybody here?

Stuart sees a large, frightening-looking bird shadow onthe wall. He gasps in fear, then turns to face thedanger. Only it turns out to be Margalo.

(CONTINUED)

63.

60 CONTINUED: 60

STUARTMargalo! Are you all right?

MARGALOStuart! What -- ? Stuart, you'vegot to get out of here! Falconis!--

STUARTThat's what I figured. That's whyI'm here. I came to rescue you.

MARGALO(touched)

Rescue me?

STUARTOf course!

MARGALOSo you don't know about...

STUARTAbout what? Come on, let's go.

MARGALOStuart... I can't go.

STUARTSure, you can.

MARGALOOh, Stuart... there's somethingyou don't understand. I...

They hear:

FALCON (O.S.)Maybe I can explain.

They look over and see Falcon who beckons.

FALCONLet me show you something.

Stuart hesitates.

FALCONAfraid?

STUARTNo!

(CONTINUED)

64.


MARGALOStuart, don't!

STUARTIt's all right.

Stuart follows Falcon into Falcon's lair.

61 INT. LAIR - CONTINUOUS ACTION 61

There is stolen merchandise -- jewels, rings, pins,etc.!-- in old paint cans.

Falcon enters with Stuart and Margalo behind him.

MARGALOPlease, Falcon --

STUARTWhat is this?

FALCONMy treasures. All the things inhere... are stolen... many of themby Margalo.

(points)This one... and this one...

(holds up Mrs. Little's ring)

And this special one.

STUARTMy mom's ring! How -- ?

FALCONTry to follow along. She justpretended to be hurt, so you'dtake her in. That's what shedoes. 'Oh, maybe if I had a placeto sleep. A little jewelry boxperhaps.' Sound familiar?

STUART(to Margalo)

You...?

FALCONMargalo works for me. In fact,she does anything I tell her todo... or else.

STUARTI see...

(CONTINUED)

65.

61 CONTINUED: 61

Margalo is ashamed.

FALCONAw, look at him... his littlemouse heart is broken. By theway... if you've ever had mouseheart... it's delicious.

MARGALOFalcon, don't.

Falcon walks towards Stuart. Stuart raises the bow.

STUART(aims his bow)

All right, birdbrain, give me backthat ring... because my friend andI are leaving.

MARGALOFriend?

FALCONFriend?!

STUARTThat's right. Friend.

He looks at Margalo. She smiles. Stuart smiles.

FALCON(to Stuart)

Good-bye... 'friend."

MARGALONo!

Stuart fires a pin from his bow. It travels truly butFalcon turns sideways and catches it in his mouth. Thenhe spits it back at Stuart. The pin catches Stuart'scollar and pins him to the wall, his feet danglingpathetically off the ground. Falcon keeps coming at him.

STUARTI hope I wasn't out of line withthat 'birdbrain' remark.

Falcon pulls out the pin. Stuart drops to the floor. Falcon towers over him, spreads his wings and screeches ashe shows his claws.

MARGALOFalcon, no!!

(CONTINUED)

66.


Falcon picks Stuart up in his talons and flies him overthe edge of the building. He holds him for a beat... thendrops him.

MARGALOStuart!

She goes to help him, but Falcon intercepts her violentlyand carries her SQUAWKING into an old, small, batteredbirdcage. He throws her inside and slams the door.

MARGALOYou didn't have to kill him!

FALCONI didn't. The sidewalk's gonna doit.

STUART FALLING

Stuart, screaming, is tumbling rapidly. He gets an idea. He pulls off his backpack and empties it. Then clutchingit by the backstraps, he holds it over his head. The windcatches it creating a parachute effect which, at least,slows his rate of descent. It fills with air and becomesa parachute. He begins to float down.

He lands in a moving garbage truck. Luckily it is a softlanding and he quickly stands up. Unfortunately, as hestands a load of garbage is dumped on him. A big metalcan hits him on the head. His eyes crisscross as theworld blurs before him and he topples onto a mound ofgarbage bags and passes out.

62 EXT. GARBAGE BARGE 62

Stuart covered in coffee grinds and not sure where he is.

He hears the sound of a BOAT WHISTLE and grabs histhrobbing head. Quickly he climbs to the top of a moundof garbage bags and gasps. He is on a garbage bargepulling away from a Manhattan dock and heading out to sea.

At the far end of the barge, up a high metal wall, he seesthe barge CAPTAIN and his first mate piloting the boat. He scampers over a ton of rubbish and tries to call up tothem.

STUARTHelp! Help! This is a mistake.I'm not supposed to be here.

(CONTINUED)

67.

62 CONTINUED: 62

But they are far away and he is barely a speck to them,his tiny voice drowned out by the ROAR of the ENGINE.

63 OMITTED 63


Snowbell is standing anxiously in front of the PishkinBuilding looking lost and forlorn. He stares up at aclock and shakes his head.

SNOWBELLI'll bet something terrible hashappened. What should I do? Oh,Lord, I need my belly tickled.

65 EXT. WILL'S HOUSE - DAY 65

There is a KNOCK at Will's door. WILL'S MOTHER answersit. Mrs. Little is standing there with Martha in astroller and two soccer uniforms.

MRS. LITTLEMrs. Wilson, hi. George andStuart left without their socceruniforms, so I brought them over. Kids -- they'd forget their headsif they weren't attached.

MRS. WILSON (WILL'S MOTHER)Well, George is here, but... Ihaven't seen Stuart.

MRS. LITTLE(confused)

But... he slept over here lastnight.

CLOSEUP - GEORGE

MRS. LITTLE (O.S.)(angrily)

George?!

GEORGE(to Will)

Which way is Canada?

68.

66 EXT. GARBAGE BARGE - DAY 66

Stuart is on the barge. He's using a broken piece ofpencil to write on a dirty scrap of paper. A whiskeybottle is alongside.

STUARTDear Mom and Dad, I am writingthis letter and placing it in thiswhiskey bottle, so you will knowwhat's happened to me -- your son,Stuart Little. In a few minutes Iwill be dumped under a ton ofdisgusting trash into the EastRiver.

(thinks)No, that might upset them. DearMom and Dad. I've run away tojoin the circus. I will from nowon be known as Gazombo theMouseboy. Say good-bye to George. Give Martha a kiss for me. Allmy love... Gazombo.

He rolls it up and starts to put it in the bottle butdrops the bottle. It breaks.

STUARTOh, I am so useless. I thought aLittle is always supposed to seethe silver lining... that mustmean I'm not even a real Little.

Behind Stuart something glints. Stuart's ears twitch. He's sensing something. Slowly, he turns. He sees theglint.

STUARTA silver lining.

He walks towards the pile of garbage from which the glintappeared. He begins tossing aside refuse, until he seessomething that amazes him.

STUARTI don't believe it!

(gets closer)It is!

To his absolute astonishment he has found his brokenairplane buried in the garbage.

STUARTMy airplane!!!!

(CONTINUED)

69.

66 CONTINUED: 66

He pulls pieces of the plane out of the rubble and staresat what remains of it. It is not a pretty sight. It hasbroken wings, a smashed front window, a badly damagedfuselage, and the flight manual jammed inside. It's interrible shape and there is no way it could ever fly.

STUARTThe silver lining! This is it! Iam a Little!

He takes a deep breath and begins scouring the barge foranything he can find.

We watch Stuart consulting the flight manual andassembling a pile of strange objects, Band-Aids, Styrofoamcups and packing material, old combs, string, cardboard,Q-Tips, rubber bands, electrical wire, and lots of AAAbatteries which he pulls out of old television remotes andbroken electronic toys.

Dowzer and Snoop fly over to watch Stuart, intrigued byhis extraordinary industriousness.

He hears:

SNOOP (O.S.)Hey, Dowzer, come here.

Stuart peeks over a mound of garbage and sees two stupidpigeons, SNOOP and DOWZER. Snoop is looking at somethingwe can't see.

SNOOPWanna see the stupidest-lookingpigeon you ever saw?

DOWZERSure.

Dowzer comes over beside Snoop.

SNOOPHey, look. Now there's two ofthem. And they both look stupid.

REVEAL Snoop and Dowzer are looking in a broken oldmirror. Stuart reacts to their stupidity.

STUARTOh, brother.

The pigeons spot Stuart.

(CONTINUED)

70.


DOWZERHey. Who are you?

STUARTI'm Stuart.

(grabs plastic fork as weapon)

And don't try anything.

SNOOPHey, you better not try anything.

(indicates mirror)There's four of us.

STUARTRight.

The pigeons get a look at the model airplane.

DOWZERWhat are you doing?

STUARTI'm rebuilding a plane. I'm goingto fly off this barge.

Dowzer and snoop begin to laugh.

SNOOPIt'd take you a year to fix that.

DOWZERAnd you don't even have an hour. They're gonna dump this garbage inthe river right around sunset andyou and your plane along with it.

STUARTDump it in the river? Is thatlegal?

DOWZER/SNOOP(confused)

Well, I... they... I...

DOWZER(annoyed)

Hey! We're pigeons not lawyers!

SNOOPThat's telling him.

They chest bump or high-five, whatever's cheaper.

71.

67 INT. LITTLE HOUSE - DAY 67

Mr. Little back in the Little house. He is fuming.

MR. LITTLERoom to grow? Room to grow? Whatwere we thinking?

MRS. LITTLEI was just doing what you said.

MR. LITTLEExcept I didn't say we should lethim go sleep at someone's housewithout a toiletries bag, withoutpajamas, without checking to seeif he was actually there.

MRS. LITTLEI did check... Just not rightaway. Oh, Frederick how are wegoing to find him?

GEORGEWell, we could...

MR. LITTLENo! Don't you speak to me. We'lldeal with you later, you... notteller of the truth.

GEORGEI said I was sorry.

MRS. LITTLEAll right, George, where is he?

Silence.

MR. LITTLE(demanding)

Well?

GEORGEYou just told me not to speak.

MRS. LITTLEWhere did Stuart go?

GEORGEI promised I wouldn't tell.

(CONTINUED)

72.

67 CONTINUED: 67

MR. LITTLEGeorge, there is a differencebetween protecting your brotherand being responsible for hissafety. What if he's in danger? What kind of protection is that?

George, hesitates, then:

GEORGEHe went to rescue Margalo. Hethinks the Falcon got her.

MRS. LITTLEA Falcon? He went after aFalcon?!

GEORGEHe called me. He's all right. Hesaid he was at... the Pishkins'.

MR. LITTLEWho? Honey, do we know Pishkins?

MRS. LITTLEWe know the Mishkins. And theLumpkins. And the Pitkins... ThePishkin Building? Is that what hemeant?

MR. LITTLELet's hope so.

GEORGEDad... Am I going to get walloped?

MRS. LITTLEGeorge, has your father everwalloped you?

GEORGENo...

MR. LITTLEBut there's always a first time. First, let's go find Stuart.

68 INT. PISHKIN LOBBY 68

People wait for the elevator. The doors open and theycrowd in. Among their feet, we see Snowbell sneak on withthem. The doors close.

73.

69 INT. ELEVATOR 69

People begin to sniff the air. Then they begin to sniffand eye each other suspiciously. We hear GRUMBLING. Atthe next floor everyone rushes out except Snowbell, who isleft alone.

SNOWBELL(defensively)

Hey -- I'm sorry! You sleep inthe street and see how you smell!

The doors close.

70 OMITTED 70& &71 71


The Little family is standing right in front of Stuart'scar. It's a disaster. The wheels are gone and so are theseats. It's been spray-painted.

MRS. LITTLEWho would do this?

MR. LITTLETiny little vandals.

Mr. Little steps to the curb and urgently raises his hand.

MR. LITTLETaxi!

73 EXT. ROOFTOP 73

We FOLLOW Falcon returning from some foray or other to hislair. He arrives to find Margalo still caged and a wholeplatoon of pigeons pecking around for scraps. Falconlands next to the cage.

FALCON(disgusted)

Pigeons! Look at them! Bums. Panhandlers. Leeches.

(yells)Hey! Here's an idea. Work for aliving! I'll teach you a new word-- Ambition!

They stare at him uncomprehendingly.

(CONTINUED)

74.

73 CONTINUED: 73

FALCONGet out of here!!

The pigeons fly away.

FALCON(to Margalo)

Well, have you thought it over? Are you coming back to work?

MARGALOYou mean come back to being athief? No. Never.

FALCONThen rot in there.

Falcon flies off.

Just then, a stairway door is pushed open and Snowbellsteps out.

MARGALO(from cage)

Snowbell!

SNOWBELLMargalo! Where's Stuart?

For a moment she doesn't answer. Then she hangs her head.

MARGALOOh, Snowbell, he's dead. Falconkilled him.

Snowbell is shocked and grief stricken.

SNOWBELLWhat?! Stuart is dead?! No. Hecan't be. He's... he's my friend.

Margalo begins to cry.

Snowbell, deeply moved, begins to sob.

SNOWBELL(crying)

I was supposed to protect him. Oh, I wish it was me who'd beenkilled.

(CONTINUED)

75.


MARGALO(crying)

Really?

SNOWBELL(crying)

No, but I am very unhappy.

73A EXT. GARBAGE BARGE 73A

Stuart sitting in the cockpit of the plane.

He attaches the final wires to the servos and starts theengine. Nothing happens. He tries again. Nothinghappens again. Dowzer and Snoop are outside laughing.

Stuart goes back to the batteries and repositions them. He returns to the cockpit and tries once more. Nothing.

DOWZERThat's never gonna fly.

STUARTHow do you know?

DOWZERHey, I know flying.

74 INT. GARBAGE BARGE 74

The Captain of the barge.

CAPTAINOkay, let's dump this load.

He pushes a button and the sides of the barge begin totilt.

75 EXT. GARBAGE BARGE 75

Stuart, desperately trying to take off.

STUARTAnyone care to give me a push?

Dowzer and Snoop laugh. The garbage is beginning toslide. Stuart is rapidly scanning the flight manual andbeginning to panic.

The tilt of the barge actually starts the plane rollingdown the runway.

(CONTINUED)

76.

75 CONTINUED: 75

Stuart makes one more effort to start the plane, and, toeveryone's amazement the ENGINE TURNS OVER. In an instantStuart is taxiing for lift-off.

STUARTNow what?

Gasping, he looks back at the manual for guidance. Thebirds jump out of the way and stare in astonishment as hespeeds past them. Faster and faster he goes but does notleave the ground. The end of the barge is rapidlyapproaching. Stuart grits his teeth. The birds seemnervous too.

The plane is just inches away from the end of the runwayand poised to do a perfect nose dive into the sea. Snoopcovers his eyes with his wings, when suddenly, at the lastpossible second, the plane rises into the air.

The Captain looks up just in time to see Stuart fly offthe barge.

CAPTAINWhat the -- ? What have we gotnow? Flying garbage?

76 EXT. NEW YORK AIR SPACE - DAY 76

Stuart, is maintaining an even course across the city. Approaching ahead of him he sees the top of the PishkinBuilding. He bites his lip.

77 EXT. ROOFTOP 77

SNOWBELLThat miserable Falcon! From thisday forward, I vow revenge. Ifthat Falcon were here right now,I'd rip his throat out, I'dscratch his face off, I'd --

MARGALOHe's in the next room.

SNOWBELL(frightened)

He -- ?! I've got to get out ofhere!

He starts to run. Margalo through the bars, bites histail.

(CONTINUED)

77.

77 CONTINUED: 77

SNOWBELLNo! He's got me! Please! Don'thurt me! Kill the bird, not me!

He jerks himself free, knocking over the cage andaccidentally busting it open.

MARGALOCome on, let's get out of here!

SNOWBELLHow? I can't just fly out ofhere. These are whiskers, notwings. I --

FALCON (O.S.)Margalo?

Snowbell squeals in fright.

SNOWBELLI'm gonna be Falcon poop!!

He runs and jumps into a paint can. Falcon appears. Hesees the broken cage and sees Margalo.

FALCONWho broke that cage?

The CAN TREMBLES.

MARGALOMe. Just me. There's no one elsehere.

Falcon scans the roof until he sees Snowbell's tailsticking out of the paint car. Margalo steps in front ofthe can.

Falcon walks over to the CAN which CONTINUES TO TREMBLE. He kicks it. It rolls to the edge of the roof.

MARGALOSnowbell, get out!

SNOWBELL(muffled)

Can't... stuck... too fat.

The can teeters on the edge of the roof and stops. ThenFalcon picks up a seed and spits it at the can. The cangoes over the side.

(CONTINUED)

78.


Snowbell, in the can, plummets. Snowbell screams -- thensuddenly stops plummeting and starts to turn end-over-endrapidly. The handle of the paint can has been caught onthe end of a bare horizontal flagpole and spins rapidlymany times until it stops. It hangs precariously near theend of the pole.

SNOWBELLCould somebody please take me homenow?

78 OMITTED 78

79 EXT. ROOFTOP 79

Margalo and Falcon.

MARGALOI'm leaving here, Falcon! And I'mnever going to have anything to dowith you again as long as I live!

He moves with incredible quickness and grabs her.

FALCONWell, then that isn't going to bevery long!

He raises his claws towards Margalo's throat. She closesher eyes.

At that very instant the PUTT-PUTT of Stuart's PLANE canbe heard. Falcon spins around as the plane shoots aroundfrom the side of the spire aiming right for Falcon's face. They all seem stunned to see the other. Falcon jumpsback onto the terrace. Margalo cries when she sees him.

MARGALOStuart?!

STUARTHang on, I'm coming.

MARGALONo! Stuart! Get out of here!

FALCON(to Margalo)

I'll deal with you when I'mfinished with him.

(CONTINUED)

79.

79 CONTINUED: 79

Falcon flings Margalo back on to the roof knocking herunconscious.

Stuart opens the bomb bay doors and rusty bolts rain downon Falcon. Falcon rises into the air.

He spreads his wings, SCREECHES, his eyes turn red, andhis talons actually glisten. He fills the entire windowof the plane.

FALCONYou're mine now, you littlerodent.

Stuart gasps and grabs for the servo. Suddenly the planedoes a flip/flop backwards somersault and tumbles rapidlytoward the traffic below. It is an unexpected maneuverand takes both Falcon and Stuart by surprise.

STUARTHow did I do that?

Stuart looks behind him and sees Falcon back in the sky,gaining on him.

80 OMITTED 80thru thru84 84

85 INT. CAB - CLOSEUP OF CAB DRIVER'S LICENSE - SAME TIME 85


Say Mahmoudi Makmanachian.

MR. LITTLEHoney.

MRS. LITTLEI know. It's a longshot.

86 OMITTED 86

86A EXT. FLAGPOLE 86A

Snowbell peeks out of the can. He sees Stuart flyingtowards him on an apparent collision course.

SNOWBELLNo! Stuart! Turn! Turn!

(CONTINUED)

80.

86A CONTINUED: 86A

Stuart coming right at the paint can, turns at the lastinstant, just missing the can.

SNOWBELL(relieved)

Oh, that was close.

At that instant, Falcon slams into the paint can, knockingit off the pole. Snowbell screams.

The can falls a couple of stories to the pavement androlls into traffic.

87 OMITTED 87& &88 88

88A EXT. SKY - SAME TIME 88A

Stuart, being pursued, flies past Falcon's treasure tower. The plane hits one of the guidewires, causing the towerto tip over, spilling all of Falcon's treasures onto theroof. The tower is about to crush Margalo when she wakesup and jumps out of the way. Mrs. Little's ring rollstowards her.

88B EXT. STREET - CONTINUOUS ACTION 88B

Snowbell is trying to get out of the can. He looks up andsees a cab speeding right at him. Snowbell screams.

88C INT. CAB - CONTINUOUS ACTION 88C

MR. LITTLEI think it's on the next --

Stuart flies over the taxi.

MRS. LITTLEStuart!

(to the driver)Stop!

The driver smashes down on the brake.

88D EXT. STREET - CONTINUOUS ACTION 88D

The CAB SCREECHES to a halt inches from the paint can.

(CONTINUED)

81.

88D CONTINUED: 88D

The Littles jump out of the cab.

MRS. LITTLEI'm telling you I saw --

GEORGESnowbell!

George races to Snowbell and yanks him out of the can.

GEORGESnow, what were you doing inthere?!

SNOWBELL(hysterically)

Just hold me tight and don't letgo!!

Stuart flies by overhead.

MRS. LITTLEThere!

GEORGEThat's my plane!

MR. LITTLEBut -- ?

The Falcon flies by in pursuit.

MRS. LITTLECome on!

The Littles and Snowbell chase Stuart into the park.

88E EXT. SOCCER FIELD - SAME TIME 88E

George and Stuart's soccer team are getting ready to play.

COACH(exuberantly)

Are the --(quickly to one of kids)

What are we called?

IRWINThunderbolts.

(CONTINUED)

82.

88E CONTINUED: 88E

COACH(exuberantly)

Are the Thunderbolts going to wintoday?!

They all cheer.

COACH'Cause we're the best!

WALLACEAnd 'cause we don't have Stuart.

Wallace's friends snicker.

Irwin looks up.

IRWINHey. Isn't that Stuart?

COACHWhere?

Irwin points...

Stuart's plane is headed straight for the soccer field.

Falcon is in pursuit.

There is a utility shed alongside the field. Stuartflying low seems to be headed straight for it. Just ashe's about to hit him, a park attendant, carrying a rake,comes out of the shed. While the shed door is open,Stuart flies in and a moment later flies out a window onthe opposite side of the shed.

ALL KIDS(in unison)

Whoa!

Falcon heads for the shed. The park attendant doesn't seehim. Calmly he shuts the door and Falcon cannot stop intime to avoid it. He slams into the door, hard.

ALL KIDS(in unison)

Yeah!

Falcon, stunned, gathers himself, and takes off inpursuit. The Littles arrive in the park.

89 EXT. SKY - CONTINUOUS ACTION 89

Stuart and Falcon are in a dogfight, dipping and darting,Falcon more the aggressor.

83.

89A EXT. PARK - SAME TIME 89A

The Littles watch from below.

MRS. LITTLEStuart, look out!!

89B EXT. SKY 89B

Falcon gains on Stuart. He catches him.

Falcon has the plane in his claws. He rips off the topset of wings and crushes them. This releases the planefrom his grasp and the plane spirals downward.

Stuart is paralyzed with fear. He tries grabbing for theflight manual but it flies out of the plane. The groundis spinning rapidly toward him. Terrified, he covers hiseyes.

ANGLE ON LITTLE FAMILY

as Stuart's plane approaches close enough for them to seethat he is in it. While everyone stands there with theirmouths open, it is Martha who yells.

MARTHAStuart!

Suddenly, almost mystically, Stuart opens his eyes just intime to see his family in the crowd below. The vision ofthem standing there brings him to his senses and, justseconds before crashing, he pulls up on the controls andthe plane shoots back up into the sky.

MRS. LITTLEShe spoke. She said her firstword. Stuart!

SKY

Stuart is PUTT-PUTTING along, trying to hold the PLANEsteady. Falcon is soaring above searching for him. Suddenly, Margalo lands on the nose of the plane.

MARGALOLeave, Stuart! Go! I'll distracthim while you get away.

STUARTI'm not leaving you!

(CONTINUED)

84.

89B CONTINUED: 89B

MARGALOStuart -- don't risk your life forme. I'm not worth it!

STUARTYou are to me!

She's stunned. Then she smiles. They see Falcon. Hesees them.

STUARTI have an idea.

89C EXT. PARK - SAME TIME 89C

The Littles are looking up, searching.

GEORGEWhere is he?

89D EXT. SOCCER FIELD - SAME TIME 89D

The players are all looking up asking "Where's Stuart?"

The Coach comes out on the field.

COACH(exasperated)

The game started! We're losingeight-nothing!

ANGLE ON OTHER TEAM

is kicking the ball into an unguarded goal.

89E EXT. SKY 89E

Stuart has finished telling Margalo his idea.

MARGALOStuart, that's crazy. In factit's... suicide.

STUARTWe can do it!

(then)Here he comes!!

(CONTINUED)

85.

89E CONTINUED: 89E

ANGLE ON FALCON

He heads for Stuart.

ANGLE ON STUART

Coming right at Falcon. We don't see Margalo.

Falcon and Stuart head straight at each other faster andfaster on a collision course. It seems suicidal -- a gameof chicken.

LITTLES

MRS. LITTLENo, Stuart! Turn away! Run!

IN AIR

Just before impact, Stuart leaps out of the plane.

The PLANE and FALCON collide with a CRASH and anEXPLOSION.

Falcon is knocked for a loop, his feathers flying. Hetumbles, out of control.

90 EXT. ALLEYWAY - SAME TIME 90

Monte is on a ledge pawing through a garbage can.

MONTECan't I get a decent meal in thiscity?

Falcon slams down into the garbage can featherless. Helooks up at Monte, frightened.

MONTEThank you.

91 EXT. SKY - SAME TIME 91

Stuart is free-falling.

LITTLES

GEORGECatch him!

(CONTINUED)

86.

91 CONTINUED: 91

They all cup their hands.

SKY

Margalo swoops in, carrying Mrs. Little's ring in herlittle feet. Like a trapeze artist, Stuart grabs thering.

Margalo begins to struggle with Stuart's weight. They'redropping too quickly.

STUARTI'm too heavy. We're going tocrash. For the first time in mylife I'm too big!

MARGALOI'm not letting you go, Stuart. If we go, we go together. Hangon!

She tries hard to break their fall, but can't.

GROUND

The Littles scream encouragement and flap their arms likewings. Then they scream in fright.

STUART'S FINGERS

coming loose from the ring one-by-one. Finally, the lastfinger lets go and Stuart screams.

REVEAL that Stuart has fallen from only a few feet off theground. He keeps screaming, then realizes that he's onthe ground, safe. His scream gradually changes into anembarrassed throat-clearing.

The Littles rush to him.

GEORGEStuart!

Mrs. Little picks him up and kisses him over and over.

MR. LITTLEStuart, are you all right?

STUARTI think so.

(CONTINUED)

87.


MRS. LITTLEYou almost gave me a heart attack.

STUARTI'm sorry, Mom.

MRS. LITTLEI'm sorry, too.

STUARTFor what?

MRS. LITTLEFor not realizing what an amazingextraordinary little guy you are.

Stuart smiles.

MRS. LITTLEAnd one more thing...

STUART(happy)

Yeah?

MRS. LITTLEIf you ever sneak off againwithout telling me, and dosomething this dangerous, I willspank your little bottom until youare permanently cross-eyed.

STUARTYes, Mom.

She hugs him again.

MARGALO(timidly)

Mrs. Little. Here's your ringback... I stole it.

Mrs. Little takes it back.

MR. LITTLEMargalo, you saved Stuart. Wecould have replaced the ring.

The soccer kids come running over the hill towards theLittles. They're all excited.

SOCCER KIDSStu-art! Stu-art! Stu-art! Stu-art...!

88.

92 OMITTED 92& &93 93

94 EXT. BACK YARD - STUART AND MARGALO - ANOTHER DAY 94

STUART(excited)

And in a couple of weeks comesHalloween -- we can go as eachother -- then comes Thanksgiving,you can meet all the Littles --then comes Christmas -- oh, that'sthe best! We'll --

A falling leaf floats down and lands between them. Margalo looks up. A flock of birds are migrating.

STUART(less excited)

I guess they're going south forthe winter.

MARGALO(wistfully)

Yeah, I guess.

STUARTFalcon never let you go did he?

MARGALONo. Every year I'd just watch allthe other birds go. The ones whowere free.

STUART(painfully)

... You're free.

MARGALOBut... we'd be so far apart.

STUART... It wouldn't change a thing.

95 EXT. LITTLE HOUSE - ROOFTOP TERRACE 95

They're all gathered. The sun is setting. Margalo iswearing her helmet and goggles ready to go.

MARGALOWell...

(CONTINUED)

89.

95 CONTINUED: 95

MR. LITTLEAre you sure you know where you'regoing? I can call the Triple-Aand we can get you maps, discountcoupons --

MRS. LITTLEFrederick.

MARGALOI'm a bird. Instinct should takeover.

MRS. LITTLEI guess you've been waiting forthis a long time.

MARGALOAll my life. Only...

MRS. LITTLEWhat?

MARGALONow it's not just talk. Now it'sthe real thing.

STUARTAre you scared?

She nods.

MARGALOThe world's pretty big. And I'mpretty small.

STUARTThe way I see it, you're as big asyou feel. Just spread yourwings... and soar.

Stuart and Margalo hug.

MARGALOI'll miss you, Stuart.

STUARTI'll miss you, too.

The hug ends.

MARGALOI'll miss all of you... Little hi,Little low...

(CONTINUED)

90.


STUARTLittle hey, Little ho.

They all say good-bye.

Then she turns, lowers her goggles and takes off.

MARTHA(waves)

Bye, birdie.

They watch her fly over the park.

Stuart sniffles.

STUARTHey, Dad...

MR. LITTLEYes, Stuart.

STUART... What's the silver lining thistime?

MR. LITTLE... She'll be back in the spring.

Stuart smiles.

SNOWBELL(annoyed)

And how about me? I played nopart on this? I was a whiskeraway from death! No concern, noappreciation... all I get to eatis what this kid drops on thefloor. Well I've had enough! I'mpacking up my tinkle ball and mypoo-poo box, and I am out of here,Johnny! Hasta banana! You willnever see me here again!

MRS. LITTLESnow, would you like some tuna?

SNOWBELLI love these people.

FADE OUT.

THE END

Stuart Little 2

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Transcript of Stuart Little 2