The Crow - City Of Angels

by

David S. Goyer

Based on comic book series
and comic strip
by
James O'Barr

FADE IN:

EXT.  LIMBO - DAY/NIGHT

A heavy mist hangs before us - endless and impenetrable. And
out of that primordial fog a CROW materializes, flying
toward the camera in slow motion.

SARAH (O.S.)

I believe there's a place where the restless souls wander.
Burdened by the weight of their own sadness, they cannot
enter Heaven...

Presently a second shape materializes - a FIGURE ON
HORSEBACK. A warrior whose baleful eyes shine behind the
familiar irony mask war paint.

SARAH (O.S.)
And so they wait, trapped between our world and the next,
endlessly searching for a way to rid themselves of their
pain - in the hopes that somehow, some day...

The figure on horseback sweeps past us, disappearing once
again into the mists of time.

SARAH (V.O.)
... they will be reunited with the ones they love.

DISSOLVE TO:

EXT. DOCS, COMMERCIAL WATERFRONT - NIGHT
Present day. The Crow settles on a shipping container, tilts
its head, watching...

SUPER TITLE:

"CITY OF ANGELS - OCTOBER 29TH - LA NOCHE DE SAN LUCAS"

CLOSE ON A PAIR OF HANDS tearing open a tiny glassine
envelope filled with powder - our drug du jour - Trinity.
The face of the envelope has been stamped with an image - a
cartoon imp with a shit-eating gring giving us the thumbs-up
sign.

A MAN lowers his face to the envelope, snorts up the powder.
The man discards the glassine envelope...

FOLLOWING THE ENVELOPE

as it flutters to the ground, landing "imp-side" up. Let the
rush begin.

PULL BACK TO REVEAL

Garbage-poisoned waters wreathed in fog. Although once part
of a thriving shipping industry, decades of decline have
seen these docks become a hellish dumping ground. Case in
point:

A FATHER AND HIS YOUNG SON

are kneeling next to one another at the end of a pier, their
arms linked together, then tied behind their backs. DANNY
CORVEN (8) is quietly sobbing. ASHE (late 20s), tries to
calm the frightened boy.

DANNY

I'm sorry, Dad...I'm sorry... I didn't mean to look...

ASHE

It's okay, Danny. It's okay...

NEMO (O.S.)

Lights...

A bright light comes on. Ashe and Danny turn their heads to
avoid the glare.

NEMO (O.S.)

...camera...

CLOSE ON

A camcorder lens as it auto-focuses, bringing Danny's
distorted face into view via the lens' reflection.

NEMO (O.S.)

...action.

CAMERA FINDS Ashe and Danny's executioners, CURVE, KALI,
SPIDER MONKEY, and NEMO.

NEMO, a post-modern sleaze-hound, circles Danny and Ashe
with a camcorder. He Pats Ashe's face.

NEMO

Make-up.

SPIDER MONKEY, lean and gangly, crouches next to Ashe,
holding a marigold in his hand.

SPIDER MONKEY

Flowers for the dead, Senor?

CAMERA POV (CLOSE ON ASHE'S EYE)

Ashe stares directly into the camera.

SPIDER MONKEY

No? Suite yourself, then.

Spider Monkey tucks the flower behind his ear. Danny is
praying now, MUMBLING a Catholic School litany.

SPIDER MONKEY

You're wasting your breath, angelito. Nobody up there's
listening.

WHOOSH!

We cut to an extreme high-angle shot - God's omniscient POV,
perhaps.

CURVE

leans up against his motorcycle a few yards away - big,
burly, shaved head, a ciggie hanging from his lips. He's got
a custom paint-job on his pearl drop gas tank - a buxom
blonde doing the "wild thing" with the Grim Reaper. Curve's
also the one who just dusted himself

CURVE

(hyped on drugs)

Let's get this over with. Judah's waiting.

Kali, a cold-eyed heavy-metal femme with a killer's casual
stoicism, is methodically loading bullets into her revolver.
She's taking her own sweet time, in defiance of Curve.
There's a tension between them. Finally, she flicks her
wrist, snaps the revolver shut. Kali walks up to them...

DANNY

I'm scared, Dad.

ASHE

I know...

Ashe turns to his executioners, pleading with them...

ASHE

Listen to me, please. He's just a kid. Let him go. He can't
hurt you. He doesn't even know who you are...

...and puts a bullet through Danny's chest. Ashe SCREAMS.

ASHE

NO!!!

Danny's body slumps forward, dragging Ashe down next to him.
Ashe stares into his son's lifeless eyes.

Curve saunters over, stares down at Ashe, flicks his
cigarette butt off into the water.

CURVE

Nothing personal, sport. Guess you were just in the wrong
place at the wrong time.

BANG! BANG! BANG! Curve FIRES a gun into Ashe's back. As
Ashe crumples...

CURVE

Dump 'em. Let's get this cluster-fuck on the road.

CURVE

motions to Kali and Spider Monkey. Together, the three of
them heave Ashe and Danny into the ocean.

CURVE

Bon voyage, shitheads.

EXT. OCEAN DEPTHS - NIGHT

Ashe and Danny sink down into the murky underworld, taking
their place amongst a thousand other deep- sixed dreams.

ASHE'S POV

falling further and further away from the light of the
surface world. Bit by bit, Ashe's struggles subside. All we
hear now is an ever-slowing HEARTBEAT. Darkness begins to
close in around us, womblike, peaceful...

...AND OUT OF THE DARKNESS,

something takes shape - a CROW. Winging its way from Ashe's
dream-like death up through watery depths into a smog-bound
cityscape...

EXT. CITY OF ANGELS - NIGHT

The Crow flies over a bridge with spans the Styx - the
city's polluted, man-made river.

THE CROW

rides the thermals above an urban sprawl riven by fires,
floods, and earthquakes. Smog hangs in the air like an army
of ever-present ghosts. We pass over a roof where someone
has painted a smart-ass welcome mat for the benefit of
anyone flying overhead - "GO BACK". Nevertheless, we
continue on.

SARAH (V.O.)

They say that time cancels pain. I don't know about that.
Eight years ago I lost two of my best friends. Two thousand
miles later I find I'm still living in the past...

THE CROW

sweeps down into man-made caverns of pigeon-shit concrete
and grimy glass. Through the bird's eyes we glimpse the
city's silent HOMELESS. Automobile hulks littering the
streets like insect husks. The shifting searchlights of
police helicopters...

WE PASS OVER SARAH'S ROOFTOP

The Crow circles downward...

SARAH (V.O.)

Every night when I close my eyes the dreams come. That's how
the dead talk to us, I guess. In the dark, when our souls
are off wandering...

INT. SARAH'S LOFT - NIGHT

The Crow lands next to an open window. It perches on the
edge, looking into the loft.

SARAH (V.O.)

I just wish I understood what they were telling me.

CROW'S POV (ANAMORPHIC)

SARAH, early 20s, lies asleep in bed. She stirs, troubled by
uneasy dreams, rolls over, opens her eyes...

INT. SARAH'S LOFT, SLEEPING AREA - NIGHT

As Sarah rises the Crow flits away like yesterday's memory.
Sarah's not sure whether or not she dreamed the bird.
GABRIEL, the cat Sarah inherited from Eric and Shelly, is
perched on the end of the bed.

SARAH

Hey, Gabriel...

Sarah gives the cat an obligatory behind-the-ear scratch,
then climbs from bed, making her way across the loft.

SARAH'S ARTIST LOFT

is furnished in thrift-store treasures. The loft has an
earthy warmth to it, in stark contrast to the urban decay
outside - an island amidst a sea of unrest, dominated by an
arching half-circle window through which Sarah can view the
local wildlife on the streets below.

ON SARAH'S CANVASSES

Turbulent oils reminiscent of history's brooding symbolist
painters. Give Sarah's childhood inspiration, the subject
matter is no real surprise.

CAMERA ISOLATES a work-in-progress. The painting depicts a
woman resembling Sarah being cradled in the arms of her
pale-faced lover, surrounded by a sea of watchful dead.

SARAH

reaches the shower, strips off her clothes. Her back and
upper arms are decorated with graceful tattoo work - a pair
of black angel wings sweeping over her shoulder blades.
She's got a ring in her navel, another in a nipple...

In short, the skate-waif we knew back in Detroit has matured
quite a bit since that fateful Devil's Night. Sarah shuts
here eyes, turns her face up into the spray. For a brief
second we see a flash of...

EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT

Ashe's death. Plunging into the icy waters, down into
darkness. Just as suddenly we are back in...

INT. SARAH'S LOFT - NIGHT

Sarah's eyes snap open. She holds a hand out to the shower
wall, takes a moment to collect herself.

Troubled, Sarah climbs from the shower, shrugs on some
clothes. Among her accourterments is a necklace featuring a
silver ankh, the symbol of eternity.

As Sarah sites in front of her vanity we catch sight of the
irony mask that used to hang by Shelly's mirror. Next to the
mask is a...

TARNISHED WEDDING RING

Once Shelly's. There's an inscription inside - "FOREVER".

Sarah fingers the ring a moment, glancing at the irony mask.
Lots of memories. Lots of ghosts.

Gabriel creeps up, MEOWING forlornly.

SARAH

(wistfully)

Me too.

She threads the ring onto her necklace, letting it fall next
to the ankh, then slips the silver chain over her head.
Sarah stands, pulls on a jacket, heads out.

EXT. SARAH'S LOFT, STREET - DUSK

An ill-wind kicks up trash and grit. Sarah glances down.
Dozens of the glassine imp envelopes swirl around Sarah's
feet like confetti. One of the envelopes has stuck to her
heel. As she peels it off, she catches sight of...

A PALE FACE

in a shadowed entryway. It's a TEENAGED GIRL (16), strung
out on drugs. The girl cowers in a narrow stairway, hugging
herself, shivering from withdrawal.

Sarah draws closer, notices some of the grinning imp drug
sachets at the girl's feet. The girl shies away, frightened,
suspicious.

SARAH

(dryly)

Nice place you've got here.

GRACE

(a muttered whisper)

No place else to go.

Sarah can't help but recognize a part of herself in this
lost soul.

SARAH

Gotta name?

GRACE

Grace. So what?

SARAH

Listen, Grace, how does some hot coffee sound? Maybe a
little food?

GRACE

What do you want?

SARAH

Nothing. Guess you just remind me of someone I used to know.

After a moment, Grace offers a reluctant nod. Sarah helps
her from the entryway, into the warmth of the dying light.
Grace blinks, shields her eyes.

As they walk away down the street, camera rises up to
include...

THE CROW

perched on a nearby rooftop, watching them.

CUT TO:

EXT. GRAY GARGOYLE TATTOO SHOP - NIGHT

the Gargoyle is an usassuming ink shop - the sole oasis of
light in an otherwise desolated block populated by derelict
warehouse buildings. Flickering neon BUZZES in the window.

Nearby is a battered road sign - "END CITY LIMITS". Someone
has spray-painted "OF THE FUCKING WORLD" over "city limits".
In the distance, the bridge of the River Styx rises through
the mist like a skeletal dinosaur.

SUPER TITLE:

"OCTOBER 30TH - LA NOCHE DE LA SANTA MUERTE"

INT. GRAY GARGOYLE TATTOO SHOP - NIGHT

CLOSE ON a sparking tattoo "gun", the needle WHIRRING as it
travels over a patch of Vaseline-smeared skin.

SARAH (V.O.)

Almost finished. Doing okay?

CUSTOMER (V.O.)

Yeah, stings a little.

SARAH (V.O.)

That's why they call me the Mistress of Pain.

PULL BACK TO REVEAL Sarah expertly guiding the needle,
wearing glasses, surgical gloves, concentrating.

Sarah's buzz-headed CUSTOMER sits in a ratty dentist's
chair. Sarah is finishing coloring a Japanese dragon which
winds its way over the man's forearm. She makes another line
of color then sits back, smoothing more Vaseline over the
man's arm. She picks up a jeweler's loupe, makes an
adjustment on her needle...

Behind Sarah we glimpse the cluttered tattoo shop - walls
covered with sheets of flash (ready-made art), bookshelves
crammed with reference works. Sarah's partner, NOAH, a
chain-smoking proto-punk Brit, consults with a YOUNG GRUNGE
COUPLE.

LATER -

Noah is closing up shop, while Sarah sterilizes some needles
in an autoclave.

NOAH

What a downer - this kid wanted me to tattoo "If you're
reading this, you're too close" on his bleedin' bum!

Sarah smiles. Noah fires up a fag, flops down into a dentist
chair. The two slip into a familiar, good-natured banter.

NOAH

Christ, I'm knackered.

SARAH

Beats pushing ink in Detroit.

NOAH

That it does, Princess, that it does.

(remembering)

Oh, I bought you a little present...

Noah reaches into his shirt pocket and pulls something out.
It's a handmade candy sugar skull with a little strip of
paper glued to the bottom - a fortune.

NOAH

They do 'em for the Day of the Dead.

(tossing the skull to Sarah)

Nice, huh? Necrophagia, Princess. Eat the dead.

SARAH

(reading fortune)

"Life is just a dream on the way to death." I like that.

Sarah studies the skull, then pops it in her mouth, nodding.
Noah rises, stretching.

NOAH

Want to grab a beer, then?

SARAH

No, I gotta go home. Haven't been sleeping much lately.

NOAH

So, what's the dirty dog's name?

SARAH

I've just been having some weird dreams.

(reflecting)

You ever dream that you're dying someone else's death?

Outside we hear a MOTORCYCLE pulling up, then someone KNOCKS
on the front door.

NOAH

(calling out)

Sorry, we're closed.

CURVE

appears outside. He POUNDS harder on the door.

CURVE

Open the fucking door!

NOAH

stands, moves to the door.

NOAH

Look, I said we're...

BANG! Curve kicks open the door and storms in. He PUNCHES
Noah in the nose, then heads straight for Sarah.

CURVE

You think what you did to me is funny? Some kind of joke?

SARAH

What are you talking about?!

CURVE

I'm talking about the fucking tattoo you gave me! I took off
the bandages. Look...!!!

Curve rips open his shirt, revealing his chest.

CURVE'S TATTOO

It's a crow, rendered in bold slashes of black. Or is it?
Upon closer examination the crow looks like something else -
two demons fighting. The design is a classic ambiguous
figure - like the picture of the woman in front of a vanity
which can also be seen as a skull.

SARAH

A crow...

Damn right, it's a crow. And did I ask for a fucking bird on
my chest? Did I?!

Sarah shakes her head.

CURVE

Then what-the-fuck is it doing there?!

SARAH

I don't know, I was just going from the design you gave
me...

SMACK! Curve backhands Sarah across the face. Noah rushes
forward, blood still running from his nose.

NOAH

Stop it!

Curve pulls an automatic from his waist-band and points the
gun at Noah. Noah freezes...

CURVE

What's it going to be, hero? Ready to kiss your faggot-ass
good-bye? I think so. I think you're shitting yourself
you're so goddamn ready.

Curve snaps open an imp bag of his favorite drug, snorts up
the contents. He presses the gun against Noah's forehead.

SARAH (O.S.)

Over here, ass-hole...

As Curve turns, Sarah squeezes a bottle of tattoo ink into
the killer's eyes, blinding him.

CURVE

Agh!!! SHIT!!!

Sarah plants one of her Doc Marten boots in Curve's groin.
He SCREAMS, doubles over. Sarah pulls the automatic from his
grasp and trains it on him.

SARAH

Get up.

Curve cups his balls, slowly rises. His eyes are glowing
with manic intensity. A slow smile creeps across Curve's
face. He backs away towards the front door.

CURVE

Shoulda killed me while you had the chance, sugarplum. Be
seeing you.

Curve smashes his fist into the neon sign, then ducks out
thedoor. Moments later we hear his motorcycle ROAR to life.
He takes off, ENGINE SCREAMING away into the night.

Sarah lowers the gun, takes a deep breath, looks to Noah.

SARAH

You okay?

Noah wipes his bloody nose, looks to the floor where Curve
discarded the drug sachet, shakes his head in disgust.

NOAH

Fuck me, wonder what they'll be snorting next?

Sarah shakes her head, at wits end.

SARAH

I just can't do this anymore... I'm so tired of this.

Noah pulls Sarah toward him, gives her a big hug.

NOAH

Easy there, luv. It'll all work out.

EXT. GRAY GARGOYLE, - NIGHT

Sarah, still clutching Curve's gun, hurries to her Galaxy
500 which is parked along the nearby train tracks.

INT. SARAH'S GALAXY - NIGHT

Sarah moves behind the wheel, dumps the gun on the seat, and
rests her head in her hands. As Sarah raises her head...

SARAH'S POV (THROUGH WINDSHIELD)

The Crow is perched on the hood of her car. Sarah HONKS her
horn in frustration. The Crow doesn't move.

EXT. GRAY GARGOYLE, ALLEYWAY - NIGHT

Sarah rushes out of her car, screaming at the bird.

SARAH

Get out of here! Go!!!

Sarah FIRES a wild shot into the sky. The Crow files off
into the night. Sarah collapses against the hood of her
Galaxy and starts to cry.

CUT TO:

EXT. CITYSCAPE - NIGHT

The Crow soars away from the Gargoyle, toward the beckoning
lights of Downtown. In the distance, a flashing "JESUS
SAVES" sign draws our attention to a monolithic tower.

EXT. JUDAH'S TOWER, CAMPANILE - NIGHT

The Crow makes its way towards the decaying tower, which is
crowned by a weather-worn campanile. The campanile is a
complex arabesque of rusted iron scrollwork, like something
Antonio Gaudi conjured up from an art nouveau fever-dream.

Just as the Crow is about to reach the campanile, it banks
away. We, however, continue to rush onward, right through
one of the dark openings in the scrollwork...

INT. JUDAH'S TOWER, CAMPANILE - NIGHT

SCRITCH! SCRITCH! All we see is black, then some vague,
shiny reflections...

CAMERA PULLS BACK to reveal a stag beetle, imprisoned within
a box, leashed to a nail with a piece of thread. We were
tight on its shiny carapace. The beetle strains at its
leash, moving in a perpetual circle around the nail.

CAMERA MOVES UP

over the side of the box. Although mere inches in height,
this enclosure might as well be the Great Wall as far as our
little member of the Coleoptera is concerned.

AS THE CAMERA CONTINUES TO PULL BACK

we see crime lord Judah Earl's lair in all its sepulchral
glory...

Dark, filled with shadows. The decor is a cross between
ruinous palatial splendor and a SoHo industrial art
installation. The upper reaches of the campanile are laced
with a spiderweb network of steel girders.

Look close enough and you might see PEOPLE bound to the
supporting pillars, like the half-glimpsed shapes crouching
at the foot of your bed in the middle of the night.

VOICES draw our attention to an area partitioned off by
chain-mail curtains. CAMERA MOVES IN towards a break in the
curtains. We linger there for a tantalizing moment...

JUDAH (V.O.)

Talk to me, Sibyl. Tell me what you see.

SIBYL (V.O.)

I see Death returning from the veil of tears. He has your
name on his tongue.

Now we plunge in through the curtains...

The "camera" consists of a series of lenses and mirrors
which project images from the outside world onto a circular
table, offering the ultimate voyeuristic view of the
crumbling cityscape. TWO FIGURES stand with their backs to
us, studying the camera's view. The first is...

JUDAH EARL,

A sinewy, slash-mouthed Byronic figure with a guttural
voice. Old before his time, touched by childhood visions of
his own death. The tower is Judah's prison in more ways than
one.

SIBYL, Judah's blind oracle, waits by his side. Attractive,
though of indeterminate sex. His/her dour features are
hidden beneath a black cowl.

JUDAH

(fatalistic)

It's finally beginning, isn't it? What mask will Death wear,
can you tell me that?

SIBYL

I see the face of one of your victims.

Judah lifts his head up and we see his luminous amber eyes
for the first time. A kind of madness dances within them.

JUDAH

All my sins remembered.

CUT TO:

INT. SARAH'S LOFT - NIGHT

Sarah sits in bed, cigarette burning in one hand, a
half-filled wine glass in the other. She turns out her
light, looks to the window and the cityscape beyond - as if
the answers were lying out there in the steam-cloaked
streets.

CUT TO:

SOMEONE'S SPEED-INDUCED POV. Performers flaunt their flesh
on a raised stage. CROWDS OF SEXUAL LIBERTINES and CUTTING
EDGE FETISHISTS writhe as one on the dance floor. Lots of
rubber, latex strap bodices, Victorian hoop skirts - it's a
modern-day De Sade's wet-dream.

REVERSE ANGLE

on Curve as he pushes his way upstairs and through the
tangle of flesh.

He pulls up to a bar, takes a seat alongside Kali and Spider
Monkey (who's amusing himself with a Viewmaster). CLICK,
CLICK - we see

MONKEY'S POV - as the 3-D tableaus rotate into position

THE BARTENDER,

a barrel-chested Samoan, sets a drink down in front of
Curve, nods a greeting. Curve sits back, opens his shirt,
nudges Spider Monkey.

CURVE

Spider Monkey, what's this tattoo look like to you?

SPIDER MONKEY

This a test?

CURVE

Come on, man, just tell me what you see.

Spider Monkey inspects Curve's chest.

SPIDER MONKEY

A bird.

CURVE

(annoyed)

Think about it a minute. Don't you see two demons?

SPIDER MONKEY

Nope. I see a bird.

CURVE

Ah, fuck you, then.

Curve lifts up his beer bottle. ECU from within the beer as
the amber liquid rushes towards us...

DISSOLVE TO:

EXT. UNDERWATER REALM - NIGHT

Air bubbles escaping, blood. Ashe is drowning again, the
orbs of his eyes bulging outwards. Over this we hear a
WOMAN'S SCREAM and...

INT. SARAH'S LOFT - NIGHT

Sarah bolts up in bed, knocking her wine glass to the floor,
SHATTERING it. She's choking, gasping for breath. Her heart
is hammering within her chest.

SARAH

...ohgodohgodohgod...

Suddenly she catches sight of a shadow on the wall before
her - a GIANT BIRD slowly spreading its black wings.

Sarah turns to the window. The Crow is perched just outside.

SARAH

What do you want from me?!

The Crow CAWS, then takes flight.

CLOSE ON SARAH

Calm now, realization and a sense of purpose dawning.

CUT TO:

EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT

We descend towards the empty docks, pushing out into the
mist-shrouded water, then down into the ocean's murky
depths.

PRESENTLY THE BODIES OF ASHE AND DANNY

come into view, caught up in a tangle of razor wire.

CLOSE ON ASHE'S FACE

Unaltered by the ravages of time. His eyelids flicker,
dreaming. A SINGLE TEAR escapes, flowing down his cheek. We
push on INSIDE HIS HEAD...

We see brief MEMORY FLASHES of he and Danny together...

INT. ASHE'S GARAGE - NIGHT/DAY (MEMORIES)

Danny stretched out on the floor of their garage, painting a
picture...

Danny and Ashe rough-housing, having a water fight...

Danny sitting in Ashe's lap as Ashe reads aloud from a
story.

ASHE

(reading)

"...midway through our life's journey I came to myself
within a dark wood where the straight way was lost..."

Danny asleep, curled up next to his father. Ashe reaches out
and strokes Danny's hair...

CLOSE ON ASHE'S FACE

His dead eyes suddenly open. Confusion. Pain. Fear. A stream
of bubbles rushes from his mouth, obscuring our view.

ASHE'S POV

As the bubbles clear, Danny's face comes into focus just a
few inches from his own.

Ashe panics, jerks back. The razor-wire barbs cut into his
flesh. The more he struggles, the tighter the coils become,
slashing his hands and face, shredding his clothes. He's
caught in his son's embrace, the two of them thrashing about
in a grotesque underwater ballet.

CUT TO:

EXT. RIVER STYX BRIDGE - NIGHT

The headlights of Sarah's Galaxy cut through the fog. She
pulls up just in time to see the Crow disappearing into the
mist which cloaks the bridge. Sarah follows, trying to keep
up with the bird.

CUT TO:

EXT. UNDER WATER - NIGHT

Ashe's struggles become more and more violent. He thrashes,
churning up a cloud of bubbles. We are intercutting quickly
now, between Ashe's turmoil and...

CUT TO:

EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT

Sarah reaches the pier where Ashe and Danny were executed.
She climbs from her car...

THE CROW

flies on ahead, landing atop one of the piles, staring down
into the water.

AND AS SARAH

starts toward the bird we...

CUT TO:

EXT. UNDER WATER - NIGHT

Ashe tears his hands free, clawing his body away from the
barbwire, swimming to the surface in a storm of bubbles...

FLASHBACKS

of subjective POVs. The killers walking down the jetty,
marching Ashe and Danny to their deaths and...

EXT. DOCKS, COMMERCIAL DISTRICT - NIGHT

We are beneath the jetty now in the present, looking up
through the slats as a FIGURE (Sarah?) makes its way to the
water...

Camera CRANES UP from beneath the jetty to reveal Sarah
standing there in silhouette...

EXT. UNDER WATER - NIGHT

Ashe is propelled towards the surface.

EXT. DOCKS COMMERCIAL WATERFRONT - NIGHT

Ashe suddenly bursts from the sea with his arms
outstretched. A hellish Venus on the half-shell. Gasping,
full of terror and rage. He lets loose a TORTURED HOWL.

ASHE

digs his fingers into the wood-rot pulp of the pilings and
claws his way up to the jetty. He collapses down onto the
wooded slats.

ASHE

crouches before us, his face hidden from view. He reaches
out his hand, touching an unmistakable BLOOD STAIN...
Danny's blood stain. This triggers more painful memories...

EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT

Images from Ashe and Danny's execution assault him. BANG!!!
Kali FIRING her gun. Ashe SCREAMING. Danny's body slumping
forward like a marionette whose strings have been severed.

CUT TO:

EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT (PRESENT)

Ashe lifts his head, WAILING. He's covered from head to toe
in ocean-bottom silt. Blood from the razor-wire wounds has
smeared across his face in patterns which eerily recall the
Crow make-up. Strips of the wire still cling to his arms and
chest, the barbs buried deep in his flesh.

Reliving the violent moment is more than his mind can bear.
Ashe's eyes roll up into his head. The world spins around
him. But even as the lights are going out, Ashe glimpses...

A DARK FIGURE

standing in front of him. It's the last thing Ashe sees
before consciousness escapes him.

SARAH

emerges from the shadows, staring down at Ashe in wonder.

CUT TO BLACK:

SUPER TITLE:

"OCTOBER 31ST - ALL HALLOWS EVE"

INT. SARAH'S LOFT - DUSK

Ashe opens his eyes. The mud-silt which covers his face has
dried and cracked, causing it to crumble away in flakes.

Ashe is lying on a cot in the middle of the loft. We see
scattered images: candles burning, a reilgious altar
overflowing with trinkets, mirrors, mannequins, canvases,
and finally...

GABRIEL

perched at the end of the bed, watching Ashe intently.

SARAH

sits on the other side of the loft in a paint-smeared
work-shirt, brush in hand. She's studying a half-finished
canvas, contemplating her next move.

CANVAS

The eerie scene depicting a woman on her death-bed being
cradled in the arms of her ghostly lover.

Sarah tenses, feeling Ashe's eyes burning into the back of
her neck. She turns around, sees Ashe.

ASHE

(disoriented)

...who are you?

SARAH

My name's Sarah. I had a dream about you. I saw them shoot
you and your son...

(beat)

...I saw you drowning.

Ashes shuts his eyes a moment, trying to recall the imagery.

EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT (FLASHBACK)

BANG! BANG! BANG! Curve FIRES a gun into Ashe's chest. Ashe
crumples and we are back at...

INT. SARAH'S LOFT - DUSK

Ashe looks down at his chest, tracing his fingers over the
area where bullet holes should be. Instead, he finds a
series of indented welts.

ASHE

How did I survive?

Sarah suddenly comes to the terrible realization that Ashe
does not know he has died.

SARAH

(coming towards him)

You didn't.

Ashe looks up at Sarah, uncomprehending.

SARAH

You're dead.

ASHE

No...

Ashe stands, enraged. He starts toward Sarah. She backs
away...

ASHE

Stop looking at me that way -- stop looking -- this isn't
real, none of this is real! I'm dreaming this.

SARAH

(shaking her head, frightened)

No.

The two of the struggle a moment, Ashe pushes Sarah back.
Sarah reaches for him, trying to restrain him, trying to
somehow keep his rising terror in check... she's not getting
through to him, he can't be made to listen...

Finally, Sarah grabs a kitchen knife from the counter and
plunges it into Ashe's chest.

Ashe gasps. He stares down at the incongruous sight of a
knife-handle stickout out from his sternum, then he yanks
the knife back out. No pain. No wound. A moment of shock,
then...

ASHE

(looking at her, a tortured whisper)

I'm dreaming this.

Sarah tries to reach for Ashe again. He tears away from her,
flinging her back and running for the door.

EXT. SARAH'S LOFT - NIGHT

Ashe stumbles from the doorway out onto the sidewalk. He
rushes blindly up the street.

CAMERA WHIP-PANS

from the fleeing Ashe to Sarah's window. On a pillar
outside, the Crow is waiting...

INT. SARAH'S LOFT - NIGHT

Sarah rushes to the window, watching Ashe run. She SEES the
Crow perched below her. It takes wings, flying after Ashe...

CUT TO:

EXT. BRIDGE/GARAGE - NIGHT

Beneath the arching span of a freeway bridge is a series of
corrugated iron sheds. CAMERA FOLLOWS as Ashe, exhausted fro
his run, makes his way towards them. The Crow flies on
ahead, landing next to one of the doors, beckoning...

Ashe slides one of the RATTLING doors open...

INT. GARAGE - NIGHT

As light spills in, we catch a glimpse of the humble auto
repair garage - tools, a few wrecks-in-progress, a
motorcycle...

CAMERA ISOLATES a tempera painting on the floor that's been
executed on construction paper. A brush and a collection of
paint canisters are scattered around it, like the kind you
might find in a primary school art class. Ashe kneels next
to the painting...

CLOSE ON PAINTING

An image rendered by a child's optimistic imagination - a
crude father and sone, respectively labeled "DAD" and "ME".
A FOOTPRINT mars the otherwise perfect memento. Ashe touches
the figure labeled "ME", which triggers...

INT. GARAGE - NIGHT (FLASHBACK)

Ashe is working beneath a car. Danny is sprawled on the
floor. He holds up the painting in question.

DANNY

Hey, Dad...what color should I make the sun?

ASHE

Blue.

DANNY

There's no such thing.

ASHE

(playful)

No. Well there should be.

Just then we hear a GUNSHOT coming from outside.

DANNY

(wide eyed)

What was that?

Danny climbs to his feet, moves outside...

ASHE

Danny, wait!

Ashe slides out from under the car.

EXT. GARAGE - NIGHT (FLASHBACK)

From the back doorway, Ashe and Danny catch sight of Curve
and his crew executing someone beneath the freeway overpass.
Curve's face is splattered with blood. He turns and sees
them...

CURVE

See no evil.

EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT (FLASHBACK)

Now we're back at the pier. The memory flashes are coming
faster and faster. Danny is sobbing once again.

DANNY'S VOICE

I'm sorry, Dad...I'm sorry...

We see Kali raise her gun. BANG! There's the muzzle flash!
Ashe SCREAMS...

ASHE

NO!!!

CURVE'S VOICE

Nothing personal, sport.

SMASH CUT TO:

INT. GARAGE - NIGHT (PRESENT)

Ashe is tearing the place apart, sobbing, knocking over
racks of tools. Finally, he sinks to his knees, his face a
mask of tears.

Ashe spins, murderous rage in his eyes. Never startle an
animal, right?

SARAH

stands in the doorway.

ASHE

Why are you here?

SARAH

I don't know.

She stops herself -- she does know, she just didn't want to
admit it to herself.

SARAH

I want to help you. I need to.

Sarah approaches, dropping by Ashe's side. She sees Danny's
painting which Ashe cradles protectively.

Ashe looks up at Sarah, his eyes full of questions.

ASHE

Everything's so confused...

(anguished, touching the drawing)

Danny...

SARAH

He's not here anymore.

Sarah draws closer, touched by Ashe's inner struggle. She
reaches out to him, drawing him into her arms. He stares up
at her, eyes distant.

ASHE

There's no moon...

Sarah touches Ashe's face, calming him, trying to reach
through his pain.

SARAH

You've been given another chance, Ashe -- to put the wrong
things right...

Sarah's eyes drop to the canisters of paint which have been
scattered nearby. She reaches for the canister of white and
unscrews the lid, dipping her fingers inside...

Sarah's re-creation of the irony war mask has an oddly
ritualistic feel to it. Yet the act is also quite erotic,
for the mutual attraction between these two battered souls
is almost palpable.

As Sarah continues to speak, she begins to paint Ashe's face
using Danny's art supplies.

We see this transformation in bits and pieces - an eye here,
fingers dipping into the canister of white there, ruby lips
being smeared with black...

...the face that is taking shape is both similar to and
different from Eric's. It's the legacy of the Crow, as
funneled through Ashe's own, unique pain.

SARAH

I believe there've always been people like you...

Sarah has finished. She sits back, surveying her work...

SARAH

It's the pain that brings people back. It makes us strong
again.

CLOSE ON ASHE'S FACE as he turns towards us. A slash of
light illuminates the signature black and white war-paint of
the Crow in all its glory. Ashe looks like a dark saint.

CUT TO:

EXT. FREEWAY OVERPASS - NIGHT

Ashe rockets beneath the gothic arches of the freeway
overpass on his motorcycle, hellfire burning in his eyes,
his coat flapping behind him like a fallen angel's wings.

THE CROW

flies alongside Ashe.

THE CROW

lands on a telephone wire, studying the warehouse.

Presently we hear Ashe's MOTORCYCLE approaching, then we see
the front wheel of his bike pulling into the foreground.

CROW'S POV (ANAMORPHIC)

Ashe turns to the Crow, slyly giving the bird the thumbs-up
sign...

MATCH CUT TO...

INT. SPIDER MONKEY'S WAREHOUSE LAB - NIGHT

CA-CHUNK, CA-CHUNK, CA-CHUNK. CLOSE ON a sheet of glassine
drug bags as a hand-powered printing press comes down,
mass-producing the image of the imp giving us the thumbs
up...

PULL BACK TO REVEAL the lab set up in a maze of barrells.
The walls are stained from the toxic fumes. Blacked-out
windows sweat with moisture. There are heating mantles
rigged with flasks and condensers, vacuum pumps - along with
ingredients like battery acid, paint thinner, and Epsom
salts. Nearby are dozens of 50-gallon drums containing the
finished product.

Spider Monkey is working away at the printing press, pausing
to snoot some of Judah's drug. Nearby is an old TV featuring
lurid videos of amateur bull riding - we watch as a drunken
participant gets gored.

Suddenly the power in the lab goes out, the TV screen
sputters and goes dark.

SPIDER MONKEY

Ono!

ASHE (O.S.)

'My mother was accursed the night she bore me and I am faint
with envy of all the dead'.

Spider Monkey whirls around, startled. Ashe is sitting
cross-legged on one of the tables, grinning like a black
leather Buddha.

ASHE

Tell me, Monkey. Does the corpse have a familiar face?

SPIDER MONKEY

Who the fuck are you?

ASHE

You have to learn to look beyond the mask.

Ashe jumps down from the table, walking into the light.
Spider Monkey's eyes widen in recognition.

SPIDER MONKEY

No way, man...we put you under...you and that little
snot-nosed kid...

Ashe dips his hand into one of the 50-gallon drums. He blows
a handful of the Trinity dust at Spider Monkey. Spider
Monkey, terminally spooked, reaches back to the counter
behind him, searching for something...

ASHE

Looking for this?

Ashe holds up a pistol and puts it to his head.

ASHE

(an evil grin)

Don't try this at home, kids.

BOOM! ASHE

puts a bullet through his own forehead. His head snaps
backward and his body collapses onto the floor. Spider
Monkey creeps forward toward Ashe's body...

ASHE

springs from the ground, SLAMMING Spider Monkey against a
table of chemicals. Bottles SHATTER on the floor, spilling
their toxic contents.

SPIDER MONKEY

What are you?! What the fuck are you?!

Ashe leans in so he's eye to eye with Spider Monkey.

ASHE

I wasn't sure at first. Now I know. I'm the boiling man,
Monkey. I'm the plague of Darkness and the death of the
first-born. All your nightmares rolled into one.

Ashe removes a wooden match from his inside coat pocket. He
scrapes his thumb-nail over the head, igniting it.

SPIDER MONKEY

Whoa...this shit's flammable! Look, look, what do you want?

ASHE

The others. Who are they?

SPIDER MONKEY

Nemo. Kali. Judah. And Curve.

ASHE

I'll start with Nemo, then work my way up the food chain.
Where is he?

SPIDER MONKEY

Nemo? Nemo's an old gash-hound. He hangs out at the
Peep-O-Rama on Deacon Street!

WHOOSH! Ashe blows the match out.

ASHE

Congratulations, monkey. You just bought yourself a fighting
chance.

Ashe reaches into his coat pocket, pulling out a deck of
cards. He fans them out, points...

ASHE

Pick a card, monkey.

Spider Monkey slowly extends his hand, half-expecting Ashe
to pounce on him. He pulls a card out.

Spider Monkey tosses the card down, face up. He's got the
Jack of Hearts. he smiles tentatively. Ashe pulls out a card
of his own and flips it around - the King of Clubs.

ASHE

Lady Luck's a bitch.

Ashe produces another wooden match.

SPIDER MONKEY

Aw, Jesus, c'mon, man!

ASHE

You're wasting your breath, angelito. Nobody's up there
listening.

CLOSE ON MATCH

as Ashe scrapes his thumb-nail over the head...

EXT. SPIDER MONKEY'S WAREHOUSE LAB - NIGHT

An EXPLOSION rips through the front of the lab, spilling
roiling CLOUDS OF FIRE out into the street. The blackened
windows SHATTER OUTWARDS in a HAIL STORM OF GLASS... ASHE

emerges from the raging conflagration, walking right through
the flames, indifferent to the heat. A flurry of the tiny
glassine drug bags swirl around him like snow.

THE CROW

spirals down from a telephone wire, landing atop the
handlebars of Ashe's motorcycle.

ASHE

lifts his head to the night sky, laughing. His clothes are
still smoking.

CUT TO:

INT. GRAY GARGOYLE - NIGHT

Sarah is working at one of the drawing tables. Noah is
mixing pigments.

SARAH'S SKETCH PAD

She's working on a rendering of Ashe. She sits back...

SARAH

...and all the world will be in love with night...

SARAH STARES AT THE DRAWING.

SARAH

Do you believe in fate, Noah?

NOAH

(considering)

Seeems to me it's more a question of fate believing in you.

Sarah rises, reaching for her bag. As she heads for the
exit, Noah reaches for the sketch. He smoothes it out,
studies the image awhile as we...

CUT TO:

EXT. SPIDER MONKEY'S WAREHOUSE LAB - NIGHT

The demolished building is still burning strong. Curve
arrives on the scene, dismounting his motorcycle.

CLOSE ON CURVE

as he studies the shattered glass which litters the asphalt.
The fire is reflected in the fragments. With a growing sense
of dread, Curve looks from the glass to the tattoo on his
chest. He touches the Crow tattoo.

SCENE FROM ABOVE -

Now we see that the glass shards have fallen in an array
that is anything but random. The shards have taken the shape
of a large crow.

CUT TO:

THE CROW

flys past a line of palm trees which burst into flames.

CUT TO:

INT. JUDAH'S TOWER, CAMPANILE - NIGHT

TWO ZIPPER-MASKED WOMEN are frolicking on a bed, acting out
an elaborate bondage fantasy. Pull back to include...

A VIDEO CAMERA

recording the pornographic act for posterity. Pull further
back to include...

JUDAH

lounging on a couch a few dozen yards away, watching the
women on four video monitors, detached and twice removed
from the sex play.

CURVE

enters from out of the shadows. Judah looks up to him.

CURVE

Bad news.

JUDAH

Illuminate me.

CURVE

Someone torched the lab on Manchester. Spider Monkey's a
fucking crispy critter.

JUDAH

Monkey I could care less about. What about our merchandise?

CURVE

A total loss.

SIBYL (O.S.)

He left a sign, didn't he?

Judah looks to Sibyl who is standing nearby.

CURVE

(rising, uneasy)

I don't know what you're talking about.

SIBYL

Yes you do. You've seen it.

Sibyl points an accusing finger at Curve's chest.

SIBYL

You've been marked.

CURVE

(even more agitated)

Jesus Christ, Judah, why the fuck to you listen to her?!

JUDAH

Because she speaks the truth.

Judah rises swiftly from his chair. He snags a handful of
Curve's shirt and rips it open, revealing the Crow tattoo.

JUDAH

What's this, Curve? A beauty mark?

SIBYL

Your enemy wears the mask of the Crow. The bird of ill-omen.

CLOSE ON Judah as the words sink in. He strides across the
floor, sweeping aside one of the curtains surrounding the
camera obscura.

JUDAH

The Crow. Death's avatar. I've heard the legends.

JUDAH

looks down at a view of the seething landscape.

JUDAH

Let him come, then.

CUT TO:

EXT. PEEP-O-RAMA PORN SHOP - NIGHT

The Peep-O-Rama occupies an old Japanese movie house. A
geisha-girl sign flashes over the marquee. Beneath that is a
blinking neon eye which opens and closes. Other signs offer
enticements like "ONLY 25 CENTS A PEEP!" and "REAL GIRLS
WORKING THEIR WAY THROUGH COLLEGE!"

As Nemo approaches, a laconic HINDU with a throat microphone
sits outside, reciting his tired schpiel.

HINDU

Tokens for the buddy booths, live girls. Tokens for the
buddy booths, live girls...

Nemo hands the Hindu a twenty.

INT. BUDDY BOOTH - NIGHT

Nemo enters a cramped booth, clutching a handful of tokens
embossed with the Peep-O-Rama eye logo on them. There's a
seat, a box of Kleenex, a phone, and a grimy Plexiglas
window with a metal shutter over it.

Nemo starts popping tokens into the slot next to the window,
pockets the rest of them.

With a WHIR the metal shutter rises, revealing a WOMAN in a
garter-belt get-up perched on a stool. In a forgiving light,
she might even be beautiful.

An LED display starts counting down from sixty - the seconds
remaining on the metered shutter. Nemo picks up the
receiver.

NEMO

You got a name?

WOMAN

Holly Daze. Do you want me, baby?

NEMO

I need to see some sugar.

Holly shrugs out of her bra, plants her scuffed-up high
heels on either side of the window, runs her hands up and
down her body, utters some tired-ass MOANS.

NEMO

Right on, sister...

Nemo unbuckles his belt, drops his drawers...

HOLLY

(eyeing his endowment)

Mmmm. Is that for me?

NEMO

Yeah, we're gonna celebrate Christmas a little early this
year.

HOLLY

Keep doing that, honey, you'll go blind.

CUT TO:

INT. PEEP-O-RAMA BUDDY BOOTH - NIGHT

Holly is still MOANING. Over on the LED display, Nemo's time
has just about expired.

HOLLY

Time's almost up, lover. Better hurry up with those tokens.

NEMO

Shitfire...

Nemo fumbles with his pants, scoops out some more tokens...

Too late, the shutter is already closing. Nemo feeds some
more tokens into the slot. Nothing happens. Nemo punches the
LED display.

NEMO

Come on, fucker!

The shutter starts rattling up again, only this time...

ASHE

is standing on the other side of the Plexiglas. His mouth
splits into an evil grin.

ASHE

"Do you want me, baby?"

Nemo's eyes just about pop from his skull.

NEMO

You.

ASHE

Me.

CRASH! Ashe slams his fists through the Plexiglas window,
reaching for Nemo's throat.

INT. PEEP-O-RAMA, HALLWAY - NIGHT

Nemo comes flying out the booth door. He struggles to rise.
A CHORUS OF ORGASMIC SIGHS and cheesy SURF MUSIC drifts out
from the other booths.

ZEKE

(o.s.)

Hey, mime boy.

AT THE FRONT COUNTER.

ZEKE, the Peep-O-Rama's corpulent manager, is cradling a
sawed-off shotgun. BOOM! He blows a blast into Ashe's chest!

Ashe starts toward Zeke, unfazed. Zeke moves to fire
again...

Ashe snatches the shotgun from the fat man's grasp, smashing
him in the face with the butt-end. Zeke falls back into a
video display, sending an avalanche of porno tapes raining
down on top of him.

Seizing the moment, Nemo rushes for the exit...

Ashe spins, pumps the shotgun, blows out one of Nemo's
kneecaps. Nemo collapses on the floor, wailing like a child.
Ashe strides over to him.

ASHE

One crow sorrow...

He HEAVES Nemo through a glass display booth filled with sex
toys. Ashe punctuates each line of the nursery rhyme with a
new assault on Nemo.

ASHE

...two crows joy...

Nemo starts dragging his broken body across the floor. He
finds himself face to face with an anatomically- correct
blow-up sex doll - the kind with a built-in pre-recorded
memory chip.

DOLL

Ooh, oh baby, I like it like that. You're so good. You're so
good...

ASHE

Three crows a letter, four crows a boy...

Ashe HEAVES Nemo back the other way, sending him SMASHING
into the front counter. Peep-O-Rama tokens go flying,
bouncing and spinning every which way...

CLOSE ON A SPINNING TOKEN

On one side of the coin the eye is open, on the other it's
closed - this creates the illusion of the eye blinking.

ASHE

Five crows silver, six crows gold...

Nemo utters a half-sob and rolls over, feebly wiping away
the blood which is clouding his eyes.

ASHE

Seven crows a secret never to be told.

NEMO

...please, please just stop...

Ashe pries open Nemo's eyes with his fingers.

ASHE

You killed my son, Nemo. You took away the only piece of
light left in my soul.

NEMO

We had to! Judah's orders. Never leave any witnesses! We
didn't have a choice!

ASHE

We always have a choice.

Ashe plunges his fingers into Nemo's eyes - killing him
off-camera. He lifts up his now blood-covered hands and
turns...

Just then, Holly Daze bursts out into the hall. She sees
Ashe and YELPS, certain her number's up. Ashe grabs her by
the wrist, spinning her around.

HOLLY DAZE

(cringing)

...no...

Ashe touches her face and sees a split-second FLASH of...

HOLLY DAZE DANCING

Jump-cut bump and grind, CAT-CALLS, LAUGHTER, the distorted
faces of men leering with their hungry eyes, tongues and
sweaty palms and heavy breath and I wanna be your fucking
dog, baby, and...

BANG! ASHE

shuts his eyes, reeling...

Ashe looks up at Holly - one victim to another. His eyes
burn a laser beam into her soul.

ASHE

If you value what you've lost, you'll walk away from this
place and never look back.

Holly Daze nods with conviction. Ashe releases her. She
bolts like a rabbit flushed from cover.

CUT TO:

EXT. PEEP-O-RAMA - NIGHT

Curve ROARS UP on his motorcycle, followed by Kali and a
car-load of ENFORCERS. The team grab their weapons, head for
the porno shop...

KALI

Inside!

Kali leads the crew of killers into the porno shop. But
Curve stops, sensing something. He spins around...

THE CROW

is sitting atop one of the cars, watching him.

INT. PEEP-O-RAMA, BACK CORRIDOR - NIGHT

Kali and Curve move down the dark corridor. The PORN ACTRESS
VOICES from the vid-booths continue their ORGIASTIC MOANS,
but one voice in particular stand out.

KALI

Nemo?

DOLL'S VOICE

Ooh, oh baby, you're so good...

CAMERA FINDS NEMO'S BODY

at the end of the corridor, lounging in the arms of the sex
doll which is still repeating its tinny refrain. Nemo's neck
has been snapped and his head hangs at an awkward angle.

DOLL

...oh! Oh yea, that's the spot. Do me, baby. Do me.

There's a folded piece of paper shoved into Nemo's mouth.
Curve pries it out. The paper unfolds like one of those
snowflake cut-outs we used to make in grade school - only
this cut-out is of a crow.

Written across the paper crow are the following words:

" I KNOW WHY JESUS WEPT"

A phone on the wall is RINGING. RINGING and RINGING.
Finally, Curve leans in, snatches up he receiver...

ASHE'S VOICE

Do you know what they call a gathering of crows, Curve?

At the sound of Ashe's voice, Curve's eyes widen with fear.

ASHE'S VOICE

A murder. A murder of crows. Think about it.

CLICK! The line goes dead. Furious, Curve tears the phone
from the wall, HEAVING it across the porno shop.

CUT TO:

EXT. STREET/CHURCH - NIGHT

Ashe exits a phone booth, leaving the receiver dangling. A
DOG BARKS nearby, followed by the sound of CHILDREN
LAUGHING. Ashe turns and sees...

A GROUP OF CHILDREN running away, giggling, their FOOTSTEPS
receding into the night.

A BLACK DOG trots toward Ashe. The children have tied a
plastic skull mask to the dog's head. The skull dog trots up
the street towards...

A SMALL, INNER-CITY LATINO CHURCH

sandwiched between two derelict buildings. The doors are
open - there's a path of marigold petals leading up the
front steps. The skull dog trots up the steps and enters.

INT. CHURCH - NIGHT

Ashe moves into the sanctuary. He watches from the rear,
entranced. PEOPLE are scattered amongst the pews.

At the altar is a lavish offrenda - an offering of food and
drink for the wandering dead decorated with sugar skulls and
floral garlands. Amidst the decorations are photos of
departed loved ones. There are tiers of candles surrounding
these, scores of them.

An ELDERLY PRIEST emerges from a confessional, looking to
Ashe with a raised eyebrow..."Next?".

PRIEST

Can I help you?

ASHE

I'm sorry, Father, I was just watching...

PRIEST

Our doors are open.

The Priest moves to a candelabra and lights some tapers.

ASHE

What is this for?

PRIEST

Dias de los Muertos, the Days of the Dead. We light the
candles for our loved ones - so that they might find their
way back to earth and share in the pleasures of the living.

Ashe watches an OLD WOMAN place a toy motorcycle in front of
a picture of a child.

PRIEST

Tomorrow night we will celebrate. The people will dance,
sing...

(indicating Ashe's makeup)

...many will wear masks.

ASHE

Why?

PRIEST

Some spirits linger here too long. They become confused,
mistaking themselves for the living. They have to be
frightened away.

The priest nods to Ashe and moves down the aisle to the next
candelabra.

A LITTLE BOY

is watching Ashe from one of the back pews. He clutches a
striped ball. He drops it.

The boy rolls the ball across the floor to Ashe. Ashe kneels
and catches it, rolling it back. The boy smiles.

BOY

Santa Muerte.

Unnerved, Ashe retreats out of the sanctuarly, letting the
night's shadows swallow him up once more.

CUT TO:

INT. SARAH'S LOFT - NIGHT

Sarah sits by her paintings. Gabriel suddenly stands,
arching his back, hair standing on end.

ASHE

appears on the ledge of the broken window, crouching there
like a gargoyle in silhouette.

SARAH

(hesitant, but relieved)

You came back...

ASHE

Heaven wouldn't have me and Hell was afraid I'd take the
place over.

Ashe drops into the loft.

ASHE

I needed to see you again.

Ashe moves towards Sarah's paintings, pausing to study the
one of the woman being cradled in the arms of her ghostly
lover. He touches the woman's face.

ASHE

She looks like you.

After a long moment, Sarah responds.

SARAH

I paint what I see.

Ashe approaches Sarah. He points to the wedding ring which
hands from her neck.

ASHE

Were you married?

SARAH

It belonged to a friend.

ASHE

Where are they now?

SARAH

A better place.

Sarah turns the ring around her finger, fidgeting with it.

SARAH

What about you?

ASHE

Danny's mother left after he was born. She was a drug
addict.

SARAH

(nodding)

I lost my mother the same way.

ASHE

Small world.

Sarah reaches for a cigarette and lights up, taking a long
drag. Ashe notices a number of scars on her forearm,
possibly some track marks...

Sarah catches him looking, self-consciously pulls her hand
back.

SARAH

(meeting his gaze)

I left Detroit because I wanted to put the past behind me.

(struggling)

The problem is, I know how it ends. Blood. Violence. I don't
want a part of it anymore.

Gabriel approaches Ashe. He crouches, runs his fingers along
the cat's back.

ASHE

What happens to me when I finish what I'm supposed to do
here?

SARAH

You go back.

ASHE

What if I don't want to go back?

Sarah looks away.

SARAH

Then you're damned

INT. JUDAH'S TOWER, CAMPANILE - NIGHT

CLOSE ON A VIDEO MONITOR. We're watching the tape
documenting Ashe's death. We see Ashe's face sinking beneath
the water's surface. The image freezes.

CURVE (O.S.)

It was him. It was that son of a bitch we dumped off the
pier. I know it.

PULL BACK TO REVEAL Judah, Curve, and Kali gathered around
the monitor. Sibyl waits nearby. Curve is snapping open an
envelope of Trinity, sniffing up the contents.

JUDAH

I thought you killed him.

CURVE

I shot him in the head!

KALI

He's a ghost.

CURVE

No such thing as ghosts.

KALI

(pointedly)

Then who killed Spider Monkey and Nemo?

Curve starts pacing, growing more apprehensive.

CURVE

All I know is, he's fucking with us. The Crow's his symbol,
right? That means I'm marked. It means he's coming for me
now!

KALI

I thought you said you didn't believe?

Curve turns on Kali, furious, ready to strike her. In a
flash, Kali has one of her katanas out.

Curve backs away, bristling.

CURVE

Look, you want to tell yourselves some bullshit fairytales,
that's your business. But i'm not gonna sit here with a
fucking target on my chest. I'm going to take this
motherfucker out!

SIBYL

You won't stop him with bullets or knives. He doesn't feel
pain. He doesn't bleed. Don't you see? His soul has crossed
over. He's come back from the other side.

Curve looks like he's going to be sick from fear. But Kali
and Judah are listening intently.l

JUDAH

So how do you stop a man who's already dead?

SIBYL

Can you look destiny in the eye without flinching?

Judah studies Sibyl's shadowed face.

JUDAH

You tell me.

A stare-down ensues. Judah doesn't avert his gaze.

SIBYL

The Crow is the source of his power - his link between this
world and the next. Sever that link and he's as vulnerable
as the next man.

CUT TO:

INT. SARAH'S LOFT - NIGHT

Ashe pushes through a curtain, turns towards Sarah's vanity
-- SEES the knick-knacks and mementos gathered there, then
SEES the ceramic irony mask which hangs above. Ashe
approaches, reaching a hand out to trace its features.

At the bottom of the mirror, a FADED POSTCARD has been
tucked between the frame and the glass. Ashe pulls it free,
studying it...

CLOSE ON POSTCARD

A carnival midway set on the beach, people strolling along a
boardwalk, golden sand and blue skies. WORDS at the top of
the picture read: "WISH YOU WERE HERE".

ASHE

I've been here.

Ashe stares at the picture, entranced, caught up in a moment
of wistful nostalgia for the life he's lost.

ASHE

I took Danny last summer. We went up on the bike, rode all
the way up the coast...

(beat)

It was cold up there. I remember we could see each other's
breath.

Ashe catches himself, setting the postcard down. He turns
his back to Sarah, hiding his face form her, overcome by
emotion.

Sarah stands, drawing near. She reaches out to console him,
touching his shoulder. She alone, among all the souls of the
world, understands the isolation that is consuming Ashe.

SARAH

Look at me.

But Ashe won't.

SARAH

Ashe. Look at me.

Ashe finally turns around, a sense of deep and profound loss
in his eyes...

Something unspoken passes between them. Sarah leans into
Ashe, tentative, eyes searching. It's one of those fragile
moments where things could go either way. And then...

ASHE

(pulling back)

No...

(turning away)

We can't do this...

The spell has been broken. Ashe starts away from her.

ASHE

I have to finish what I started. I have to find the others.

SARAH

I know.

Ashe moves to the door, hesitant, a terrible sense of
longing gnawing at his heart.

SARAH

I wish I'd met you before.

Ashe nods, then turns to leave. There's nothing else to say.

INT. SARAH'S LOFT - NIGHT

Sarah watches from her window as Ashe strides to his
motorcycle. She raises her hand up, as if to say good- bye.

EXT. SARAH'S LOFT - NIGHT

As Ashe climbs aboard his bike, he catches sight of himself
in the...

DISPLAY WINDOW OF A BAKERY

Within the bakery are mountains of sugar skulls, candy
skeletons, and pan de muerte (bread of the dead). Ashe's
reflection is superimposed over this morbid tableau.

Ashe fires up the bike's engine. He takes off down the
street...

CUT TO:

INT. JUDAH'S TOWER, CAMPANILE - NIGHT

Judah moves back to the stag beetle, watching its Sisyphean
efforts. SCRITCH! SCRITCH!

JUDAH

So the Crow is Ashe's familiar...

(to Sibyl)

Can his power be taken?

SIBYL

The bird is the key, the life-force that flows within it...

JUDAH

(understanding)

The blood of the Crow.

Judah whirls around, his eyes glowing with a manic fervor.

JUDAH

(to Curve)

The tattoo on your chest, who gave it to you?

CURVE

Some bitch down at the Gargoyle, but what's that got to do
with...

Judah grips Curve's shoulders tightly, shaking him.

JUDAH

Everything, you idiot! Find her. If she gave you his mark,
then she's connected to him in some way. She can lead us to
him.

CUT TO:

EXT. DOCKS, COMMERCIAL WATERFRONT - DAWN

Ashe stands at the end of the pier, staring down into the
silent waters where his natural life ended. He takes
something from his coat...

THE PAINTING

which Danny had been working on. It's got bullet holes in it
now.

Ashe throws his arms back and lifts his face to the heavens,
SCREAMING, cursing his fate.

ON ASHE,

as seen from afar. A tiny figure dwarfed by the endless
expanse of ocean and sky.

CUT TO:

INT. GRAY GARGOYLE TATTOO SHOP - MOMENTS LATER

SUPER TITLE:

"NOVEMBER 1ST - NOCHE DE LOS MUERTOS"

Curve and Kali have duct-taped Noah to one of the dentist
chairs - even his mouth and nose have been sealed shut.
Curve lets Noah thrash a moment, then violently rips the
tape from Noah's face.

NOAH

(frightened, gasping)

Look, what do you people want?

CURVE

A house in the country, a dog, a wife and two kids...

(grins)

...your fucking head stapled to my saddlebags.

KALI

We're looking for Sarah. Where is she, Noah?

NOAH

I'm not going to tell you that...

KALI

Oh, but I think you are...

Kali sites astride Noah. She reaches for one of the tattoo
machines. She motions to Curve, who hits the treadlight foot
switch. Noah eyes the sparking tattoo machine with rising
apprehension as Kali moves it towards his face.

CLOSE ON THE NEEDLE

a vibrating blur just a few centimeters from Noah's blinking
eye. Noah tries to shut his eyes. Kali forces an eye open
with the thumb and forefinger of her other hand.

BACK TO SCENE

KALI

Last chance, "love".

NOAH

(defiant)

Get bent, you dried-up bitch.

From behind, we see Kali lower the vibrating needle towards
Noah's eye. His SHRILL SCREAMS split the night as we...

CUT TO:

EXT. GRAY GARGOYLE TATTOO SHOP - NIGHT

Curve and Kali are leaving the shop. Suddenly Curve clutches
at his chest, wincing in pain. He opens his coat, looks down
at his chest...

THE CROW TATTOO

is dripping blood from its beak and talons.

Curve staggers back, horrified. Kali is watching him.

CURVE

No...no...

KALI

What is it?

But Curve isn't listening. He leaps onto his motorcycle and
hits the ignition. He takes off with a ROAR...

KALI

Curve!

It's no good. Curve is long gone.

CUT TO:

*** NOTE: The following scene appears here in the script,
but in the film it appears in Chapter 12. ***

INT. SECOND COMING FETISH CLUB - NIGHT

Curve makes his way to the bar. He rips open a glassine bag
of Trinity and vacuum snorts it. His eyes roll up

in his head as the chemicals flow. Another wave of pain
washes over him. Curve claws at his chest, falls against the
bar...

CURVE

...goawaygoawaygoawaygoaway...

TIME SLOWS TO A CRAWL

The MUSIC fades to a muted echo of distant WAR DRUMS. As a
feeling of inexorable doom settles over him, Curve lifts his
head and sees...

ASHE

reflected in the bar mirror, materializing out of the
narcotic haze. He's wading through the ocean of bodies. In
his face paint and black leather Ashe looks like he's just
another part of the twisted scene. people are stroking him,
brushing up against him - like they can leech off some of
his morbid angel charisma.

Ashe lifts his hand - he's clutching House o' Peep Zeke's
sawed-off shotgun.

Curve DIVES to the floor as Ashe's shotgun blast shatters
the bar mirror, taking out his own reflection. Curve rolls,
climbs to his feet, starts running...

The Samoan bartender grabs a semi-auto pistol, opens up on
Ashe. Now some of the other ARMED DOORMEN are FIRING too...

...but Ashe keeps on coming, trudging through the HAIL OF
GUNFIRE. Bullets are EXPLODING over his body at an insane
rate. Ashe is a human roman candle. Nothing is going to stop
him from reaching Curve, nothing.

The Samoan stops firing. He takes one look at Ashe, who's
still coming at them...

Fuck this. He turns tail and run.

EXT. SECOND COMING FETISH CLUB - NIGHT

Curve comes storming out the back door like a bat out of
Hell. He takes the rear stairs three at a time, spilling
into a couple of back-alley JUNKIES. He stumbles into a pile
of garbage, scatters some rats...

Curve makes for his bike, which is parked nearby. He fumbles
with the key, hits the starter switch...

Ashe comes flying off from a second story fire escape,
landing atop a car roof on all fours, popping the windows.

ASHE

Time's up, Curve.

CURVE

Fuck you, bird-dick!

Curve jerks his bike towards the street and guns it...

EXT. STREET - NIGHT

Curve zooms by a bridal shop-sees his own reflection in the
window.

EXT. STREET - NIGHT

Curve SHRIEKS, turns into the Alley, tachometer red-lining.
He glances behind him...The crow flies by.

THE CROW

plunges down from the night sky, wings flapping madly,
quickly gaining on Curve like the breath of death.

EXT. CITY STREETS - NIGHT

Ashe, in a dream-like state, races along.

EXT. OVERPASS - NIGHT

Curve leans in low, trying to urge his bike on by will-power
alone. He races by a warehouse, veering off the road onto
the railroad tracks.

UP ABOVE,

Ashe appears on the overpass, riding on his own motorcycle,
matching Curve's speed.

THE CROW

soars higher for a bird's eye view, tracking Curve's
progress as it sweeps past chimneys, swerves around
billboards, ducks under laundry lines...

ON ASHE

as he ROCKETS along the overpass. The Crow lands on his
shoulder. Ahead is a break in the guard rail. Ashe cuts
sharply to the right, taking the motorcycle airborne through
the break in the rail and...

ASHE

...lands on the surface street some thirty feet below! Ashe
is now just behind Curve.

CUT TO:

INT. SARAH'S LOFT - NIGHT

Sarah is back at work on the painting of the woman being
cradled by her lover. Gabriel, who's lounging nearby,
suddenly looks up and HISSES.

UP ABOVE THEM

the Crow lands on the skylight, staring down at Sarah,
watching...

There's a KNOCK at her door. Sarah approaches, looks through
the peephole...

SARAH

Who is it?

SARAH'S POV (THROUGH FISH-EYE PEEPHOLE)

Kali stands there, cradling an automatic. She's flanked by
TWO IDENTICAL TWIN THUGS. Kali FIRES into the lock...

EXT. TUNNEL MOUTH - NIGHT

The chase continues. Curve approaches the bridge doing well
past ninety. Abruptly, he cuts down a roadway which
parallels the river. There's a chain-link running across the
mouth of the tunnel.

Up ahead is a hole in the fence leading down to a tunnel
spillway. Curve guides his bike through the hole...

INT. TUNNEL - NIGHT

Curve speeds into the dark tunnel, splashing through puddles
of water, whipping past graffiti. As he nears the mouth at
the other end, Curve brakes hard, TIRES SQUEALING, almost
going down...

CURVE'S POV

We are now beneath the bridge. It's a stone-cold dead-end.
The roadway slopes sharply downward, spilling out into the
concrete river bed which is filled to capacity with rushing
flood waters.

BACK TO SCENE

We hear the ROAR of an approaching motorcycle, then an
engine cutting out. Curve looks back the way he came...

AT THE OPPOSITE END OF THE TUNNEL

Ashe's siilhouette steps into view. He's on foot now,
clutching the sawed-off shotgun. He lets loose a LAUGH which
chills Curve to the bone.

ASHE

"I have a rendezvous with Death, on some scarred slope of
battered hill..."

Ashe starts into the tunnel. His WET FOOTSTEPS echo off the
weeping walls...

ASHE

"God knows, 'twere better to be deep where love throbs out
in blissful sleep, pulse nigh to pulse and breath to
breath..."

As Ashe draws closer, his death-like face emerges from the
gloom - a ghastly visage floating in the ether...

ASHE

"But I have a rendezvous with Death. And I to my pledged
word am true..."

Ashe stops some twenty feet away, grinning like the Cheshire
Cat.

ASHE

"I shall not fail that rendezvous."

Silence like knives. Ashe and Curve facing one another.
Curve is tense, dry-mouthed...

CURVE

You think i'm afraid of you, you fucking freak?! YOU THINK
I'M AFRAID?!!

Curve SCREAMS and guns his cycle forward, rolling the
throttle all the way open - a kamikaze run aimed straight at
Ashe.

Ashe stands his groupd, lifts the shotgun, FIRST at Curve's
customized teardrop gas tank. There's the woman doing the
wild thing with Death and...

BOOM! CURVE'S MOTORCYCLE

disintegrates beneath him, breaking apart into a RUSHING
COMET OF FLAMING WRECKAGE. Shrapnel skids along the tunnel
walls, SPEWING SPARKS.

CURVE

lies on the garbage-strewn tunnel floor in a spreading pool
of blood - burnt, battered, a barb of steel sticking up from
his chest. Still, Curve has one glorious, giddy moment where
he thinks he's actually succeeded in defeeating Ashe,
then...

CURVE'S POV

as Ashe steps through the gasoline flames.

Curve's elation vaporizes.

ASHE

Can you hear me, Curve?

Curve offers a weak nod.

ASHE

You're going to die now.

Curve tries to speak, blood spills from his mouth. Ashe
places a finger to his lips.

Ashe drops down, kneeling over Curve's chest.

ASHE

People used to put coins in the mouths of the dead. Do you
know why? So they could pay the ferryman to take them across
the river Styx.

(reaching to Curve's ear)

What's this?

In a parody of a stage magician, Ashe retrieves one of the
Peep-O-Rama tokens from Curve's ear. The embossed eye logo
flashes.

ASHE

Open your mouth, Curve.

Curve,s eyes are wide, filled with terror. He MOANS.

ASHE

Shhh. It's not so bad. Trust me. I've been there.

Curve slowly opens his mouth. Tears run from his eyes. Ashe
places the coin on Curve's tongue, like a priest
administering a Holy wafer.

Ashe stands, grabs Curve by the coat collar. He pulls him
back towards the end of the tunnel...

EXT. TUNNEL MOUTH/RIVER - NIGHT

Ashe drags Curve down the sloping end of the spillway to the
waters edge.

ASHE

I want to thank you for showing me my pain, Curve. You made
me what I am.

ON ASHE

As he releases Curve, letting the current carry him away.
Ashe stands, tracking Curve's progress.

ON CURVE

as he floats downstream, limbs outstretched, consciousness
fading fast.

CURVE'S POV

GHOSTLY FACES stare down at him from the girders - people
who have made their home in the underbelly of the bridge
which stretches overhead.

A WOMAN lets loose a cloud of marigold petals. They flutter
down around Curve, swirling in the currents.

PULL BACK TO REVEAL

the petals have clustered around Curve's body in the shape
of a Crow. Curve continues to float downstream towards an
estuary, borne away on the wings of the bird.

*** END OF MOVED SCENE ***

INT. TUNNEL - NIGHT

Ashe starts back into the tunnel. He pauses a moment,
kneeling down, lowering his head. Whether out of respect for
the dead or his own condition, we'll never know.

After a minute, Ashe lifts his head again and stands. It's
time to see his mission through to the end.

CUT TO:

INT. TUNNEL - NIGHT

Ashe is heading back from the river when he's struck by...

A VISION OF THE CROW'S POV OF SARAH

ASHE

is seeing what the crow is witnessing - Sarah in danger.

ASHE

Sarah!

Ashe starts to run, back toward his bike...

CUT TO:

EXT. CITY STREETS - NIGHT

Ashe is on the motorcycle, racing through the streets. He
takes a corner on a skid, zipping past the Gray Gargoyle and
the neighboring train tracks.

CUT TO:

EXT. SARAH'S LOFT - NIGHT

Ashe pulls up on the motorcycle, SCREECHING to a stop. He
leaps from the bike, rushing into Sarah's building.

INT. SARAH'S LOFT - NIGHT

Ashe stumbles through the doorway into the loft...

The loft has been trashed. Furniture turned over, paintings
slashed, the ceramic irony mask smashed into pieces...

ASHE

(alarmed, desperately looking for her)

Sarah?!

KALI (O.S.)

Sarah's gone, ghost man.

Ashe whirls around

KALI

who had been standing still amidst the shadows, now moves
from behind Sarah's paintings.

ASHE

Where is she?

KALI

Judah's tower. He's waiting for you there.

As Kali steps closer we see that she's dressed for war -- a
katana secured in a black scabbard, twin daggers on each
hip, a bandoleer of throwing stars.

ASHE

You took my son's life.

KALI

(gasping)

Some people are born victims.

ASHE

It takes two to make a murder.

Kali unsheathes her katana. The blade edge catches the
streetlight's glare coming in from the window.

KALI

Shall we dance?

Kali comes at Ashe blindingly fast. She spins and cartwheels
end over end, somersaulting. As she lands, Kali shifts into
Ginsu-mode, her blade a whirling blur...

Ashe ducks under the blade, trapping Kali's sword arm. He
twists his hands, SNAPPING her arm...

As Kali CRIES OUT, Ashe pivots, THROWING HER towards the
half-moon window looking out over the street...

CUT TO:

INT. CAMPANILE - JUDAH'S TOWER - NIGHT

Sarah's eyelids flutter open with a start. She's waking on
the heels of a dream.

PULL BACK to reveal Sarah curled up on the cold tile floor,
a number of candles burning nearby. Sarah sits up,
disoriented. Upon moving her arm she finds that it's been
shackled to one of the pillars via a long chain.

Sarah wastes a few moments tugging at her tether, trying to
snap one of the links, but it's no good.

Frustrated, Sarah looks around, trying to get her
bearings...

SIBYL

is standing a few yards away, cloaked in darkness, head
bowed. Sarah didn't notice her at first.

SARAH

Where am I?

SIBYL

The Tower. Everyone finds their way here eventually.

Sarah rises from the floor, a little unsteady. She moves
towards Sibyl, reaches out to touch her shoulder. The
prophetess abruptly lifts her head, causing her hood to fall
back. Sarah takes a step back, GASPING...

SIBYL'S EMPTY EYE SOCKETS

have been sewn shut with black thread.

SARAH

My God. What happened to you...?

JUDAH (O.S.)

Fate happened to her.

Sarah spins...

JUDAH

emerges from the gloom, almost as if he were materializing
from the shadows themselves.

JUDAH

Sibyl's been cursed with the gift of prophecy. She sees
things that are fated to happen...

(beat)

She cut her eyes out with a carving knife because she wanted
to make the visions stop...

Judah brushes the back of his hand affectionately against
Sibyl's cheek.

JUDAH

...but that only made the visions stronger, didn't it, dear?

Sibyl turns her head away from Judah, shunning his caress.

SIBYL

I've learned to live with my affliction.

JUDAH

Don't we all.

Sarah backs away from Judah, wary.

SARAH

Judah Earl.

JUDAH

My reputation precedes me.

SARAH

(disgusted)

I've seen what your drugs have done to this city.

JUDAH

(shrugging)

I saw a need, I exploited it. It's all economics, Sarah.
Supply and demand.

SARAH

Why did you bring me here?

JUDAH

I'm glad you asked that, Sarah. You've got a very important
part to play in this little drama of ours. You see, I intend
to capture the Crow...

Judah draws near, devouring Sarah with his hungry eyes.
USING A JAGGED FINGERNAIL, HE INCISES A CROSS INTO HER
FOREHEAD.

JUDAH (O.S.)

... and you, my dear, are the birdseed.

CUT TO:

EXT. SARAH'S LOFT/ALLEY - NIGHT

Kali comes CRASHING through the window, falling down to the
sidewalk below. She lands atop a wrecked car, snapping her
back in two...

CLOSE ON KALI

lies on the ground, her limbs twisted at awkward angles. She
MOANS, somehow still alive.

KALI'S POV

as Ashe approaches. The Crow flits in from off-screen,
landing on his shoulder. Watching Kali with it's curious
golden eyes.

As Ashe draws near, Kali tries to rise. The most she can do
is lift her head.

KALI

(gasping)

I...can't...move...

Ashe stares at her, dispassionate.

KALI

Kill...me, then...finish...it...

Ashe simply shakes his head.

KALI

You...have to.

ASHE

My job is to send you to hell. You're in it.

Kali stares at Ashe in disbelief, her stoic warrior's mien
quickly evaporating.

KALI

There's no...honor in this. It's my...death. I've won it..

Ashe turns and starts away.

ASHE

Me, too.

KALI

Wait! Where are you going?! Wait! You can't...do this! You
can't do this!!!

But Ashe doesn't turn back. He leaves Kali in the cold, wet
street, ignoring her pathetic laments.

Ashe continues on to the end of the alley...

THE CROW

lands on Ashe's outstretched hand.

The Crow takes wing, lifting its way up into the night.

Ashe fires up the motorcycle's engine, tearing away from
Sarah's apartment in a cloud of smoke.

CUT TO:

INT. JUDAH'S TOWER, CAMPANILE - NIGHT

The scene resumes. Sarah stares at Judah, horrified.

SARAH

Why are you doing this?

JUDAH

Have you ever read Dante's Inferno? It says that the only
true path through Hell lies at its center. If you want to
escape it -- you have to go further in.

Judah lowers himself into a chair.

JUDAH

When I was a boy I fell through the ice of a lake. I
remember seeing the sky through the ice above me, close
enough to touch. The world grew cold around me. Dark.
Eventually my heart stopped beating. And in that moment, I
died.

Judah sweeps his hand through one of the candle flames, then
pinches the flame out of existence. A tiny wisp of smoke
trails up into shadow.

Judah settles back in his chair, overcome by a memory that
for him has never lost its vibrancy.

JUDAH

A half-hour later I awoke on an operating table. I had
returned to the world of flesh and bone -- But I brought a
knowledge back with me...

(tapping his forehead)

Forbidden knowledge.

Judah leans in close to Sarah, his lambent eyes glowing like
hot coals. As Judah continues, Sarah fingers the ankh which
hangs from her neck.

JUDAH

I've been living on borrowed time ever since. I've always
known Death would be coming for me.

(beat)

I see now that your friend is the one I've been waiting for.

SARAH

You can't stop him.

JUDAH

You're wrong, Sarah.

(rising)

There is a way to defeat Death... and that's to trade places
with him.

Sibyl turns her head towards the east.

SIBYL

The Crow is coming.

Judah looks back at Sarah.

CUT TO:

EXT. CITY STREETS - NIGHT

Ashe comes screaming over a hill on his motorcycle, the
image of Judah's face burned into his mind...

A HORSE-DRAWN CARRIAGE

piloted by a man in a devil mask suddenly looms up in front
of Ashe. The street ahead has been cordoned off with
flashing wooden barricades. There's some kind of street
fiesta going on...

Ashe swerves, BRAKING HARD to avoid hitting the carriage.
Ashe's bike slips out from under him and Ashe goes CRASHING
into the barricades. But even as the carriage's skull-faced
costumed occupants rush up to help him...

... Ashe is up and running, leaping over the barricades into
the crowd beyond...

CUT TO:

EXT. JUDAH'S TOWER - JESUS SAVES SIGN - NIGHT

The Crow lands atop the buzzing "JESUS SAVES" sign. It cocks
its head, as if considering its next move, then flies toward
the campanile.

INT. JUDAH'S TOWER, CAMPANILE - NIGHT

The Crow enters through one of the openings in the
grillework, settling on one of the rafters.

CROW'S POV

Sarah sits within one of the pools of illumination far
below, still bound to the bed by the chain. Judah and Sibyl
are nowhere in sight.

THE CROW

flies down from the rafters, landing on the floor at Sarah's
feet. It CAWS at her, trying to communicate.

SARAH

...go...please go...

The Crow tilts its head as if trying to understand...

SARAH

(shaking her chain)

GO!!!

WHOOSH! A steel cage on a wire and pulley system CLATTERS
down from above, SLAMMING to the floor and trapping the bird
within it. The bird CAWS angrily, flitting from one side of
the cage to another, but its efforts are futile.

CROW'S POV (ANAMORPHIC)

as Judah emerges from the darkness, crouching down on the
floor to study the Crow. He grins.

JUDAH

Look who's come home to roost.

CUT TO:

EXT. STREET - DAY OF THE DEAD CELEBRATION - NIGHT

A massive street festival is under way with Dia de los
Muertos CELEBRANTS mobbing the area. Paper "BIENVENIDOS"
banners are strung overhead. CHILDREN light strings of
firecrackers. Masked MUMMERS in garish costumes dance,
MUSICIANS stroll. People are holding giant papier-mache
skulls on sticks along with torches and calavera placards.

There are stalls offering marigolds and cockscomb, black
beeswax tapers, dangling toy skeletons, mountains of
calaveras de azucar.

ASHE

pushes through the throng of revelers, invisible amidst the
carnival atmosphere. In his makeup he's just another face in
the crowd.

CUT TO:

INT. JUDAH'S CAMPANILE/CAMERA OBSCURA - NIGHT

Judah, now carrying the cage which contains the Crow, sweeps
aside the curtain of the camera obscura. He reaches up to a
lever which opens the camera's lens. Moonlight shines down
on the camera table. With another lever, Judah adjusts the
camera's view.

CAMERA TABLE

The camera lens is now trained on the night sky. A churning
landscape of night-sky coulds drifts across the table's
surface, creating an eerie effect.

JUDAH

sets a package wrapped in velvet on the camera table. He
peels back the cloth, revealing a set of ornately decorated,
tapered daggers. He looks back at Sarah.

JUDAH

Do you know what these are called? Misericords. Wonderful
name, isn't it?

Judah removes one of the blades from its sheath, running the
glinting edge along his finger.

JUDAH In the Dark Ages, these were used to deliver the death
stroke to the mortally wounded. They were considered tools
of mercy.

Judah turns to the steel cage in which the Crow has been
trapped.

He pulls on a leather falconer's glove and opens the door to
the cage. The Crow flaps his wings madly, desperately trying
to strike at Judah with its beak and claws...

... but Judah secures his grip around the bird's throat,
pulling it out. He pins the Crow to the focusing table of
the camera obscura with his gloved hand.

CUT TO:

EXT. STREET - DAY OF THE DEAD CELEBRATION - NIGHT

Ashe fights his way through the crowd. A drunken, MASKED
WOMAN grabs hold of him, spins him around,

dancing. Ashe shoves her aside, making his way to...

EXT. JUDAH'S TOWER, STREET LEVEL - NIGHT

The black sky beyond shimmers with turbulent yellow
thunderheads. The entry way to the tower has been gated and
chained. The only way in is up.

EXT. JUDAH'S TOWER, STREET LEVEL - NIGHT

Ashe grabs a hold of one of the ornamental statues which
crowd th ebuildint's facade. He pulls himself up, starting
the daunting task of scaling the tower.

CUT TO:

INT. JUDAH'S CAMPANILE/CAMERA OBSCURA - NIGHT

Back to Judah and the Crow. The clouds being projected onto
the camera table (and subsequently the Crow itself) are
rushing at an unearthly speed. The create a surreal backdrop
for the Crow's frenetically beating wings - in effect, a
mockery of the bird flying.

JUDAH

Easy, little wing. It will all be over soon.

EXT. JUDAH'S TOWER - NIGHT

Ashe continues to climb. A cluster of PIGEONS take wing,
startled from their roost...

Ashe pulls back, one of his hands slipping free. He dangles
there for a moment, hanging by the tenuous grasp of his
fingertips.

SIBYL

who has been lurking in the shadows, suddenly lifts her head
up...

SIBYL

(full of portent)

Ashe is here.

Judah grins. This moment has been a long time coming...

JUDAH

Not for long.

Judah raises the misericord up high. Sarah turns her head
away as...

...Judah plunges the weapon down, pounding it straight
through the bird's right wing!

CUT TO:

EXT. JUDAH'S TOWER - NIGHT

Ten stories up now. Ashe suddenly loses his handhold. He
SCREAMS in agony as he suffers the pain of the Crow through
their symbiotic link. Ashe stares down at his hand in
disbelief...

CLOSE ON ASHE'S HAND

Blood seeps from a stigma-like wound on his palm.

INT. JUDAH'S TOWER - CAMERA OBSCURA - NIGHT

Judah plunges a second misericord into the Crow's left
wing...

EXT. JUDAH'S TOWER

Ashe CRIES OUT again as his left hand is seemingly twisted
back against his will. A second stigma wound appears.

He slips, tumbling to the next ledge down but catching
himself on his fingertips. He hazards a look down...

ASHE'S POV

Day of the Dead CELEBRANTS crowd the streets far below.

BACK TO SCENE

ASHE

(in agony)

...oh God...help me...

It takes every ounce of Ashe's strength to keep from letting
go. He tightens his white-knuckled grip on the ledge above.

Shaking terribly, trying to fight back the pain, Ashe
continues to climb. He reaches up to a...

STONE MAIDEN

which protrudes from the building's facade. The maiden's
face has been all but worn bare by the harsh elements.

Ashe clutches the back of the maiden in a parody of a
lover's embrace. Using the statue for support, he drags
himself back up to relative safety. Now Ashe is face to face
with the maiden, staring into its blind stone eyes.

ASHE

Sarah.

Ashe whispers the word like a mantra, using it to urge him
on. Steeling himself again, fighting the burning pain, Ashe
resumes his climb. He's on autopilot now, just trying to
reach the campanile, which at this point, seems hopelessly
unattainable.

THE SKY ABOVE

seems to churn and roil. A storm of epic proportions is
about to break.

CUT TO:

INT. JUDAH'S CAMPANILE - CAMERA OBSCURA - NIGHT

The Crow has now been crucified to the camera table, a
misericord staked through each wing.

CROW'S ANAMORPHIC POV

as Judah reaches for a third misericord. He raises it high
above his head, preparing for the coup de grace.

JUDAH

(whispering)

Ashes, ashes, we all fall down...

As the dagger comes down we hear...

SARAH

(screaming)

No!!!!

CUT TO:

EXT. JUDAH'S TOWER - NIGHT

Ashe Cries out a final time as a GAPING WOUND appears on his
chest, BLOOD BLOSSOMING outward.

CITY STREET

The Day of the Dead celebrants swirl around us, Judah's
Tower rising up behind the mob - an unholy ziggurat built to
challenge the gods. The CROWD has been worked up into a
frenzy. Everyone is singing and dancing. MUSIC blasts from
loudspeakers...

Ashe

comes CRASHING DOWN atop a small vending stall filled to the
brim with flowers an sugar skulls. Time slows as a flurry of
golder marigold petals flutter down around his still form.

INT. JUDAH'S CAMERA OBSCURA - NIGHT

The Crow is dead, transfixed by the gleaming misericords.
Blood is pooling beneath black flight feathers.

Judah steps back, momentarily overwhelmed by the enormity of
his crime.

JUDAH

It's done.

Judah looks to the camera obscura's table. The blood from
the Crow has completely covered the table's concave surface,
filling it to the brim like liquid in a shallow bowl. The
end result is an eerie reflecting pool.

AS WE WATCH, THE IMAGE OF THE CLOUDS

cast by the camera lens onto the table begins to ripple and
dissolve, only to be replaced by Judah's own, shimmering
reflection.

BACK TO SCENE

With a shaking hand, Judah dips his fingers into the pooling
blood and begins to paint his face. A swatch of blood over
one eye, then a swatch over the other. A long, bloody smear
over his lips...

The action harkens back to the moment when Sarah painted
Ashe's face - a parallel ritual turned on its head.

CUT TO:

INT. JUDAH'S CAMPANILE - CAMERA OBSCURA - NIGHT

Judah turns towards us, his transformation now complete. We
see that he has painted himself a parody of Ashe's irony
mask in the Crow's own blood.

SARAH

watches with a mixture of mounting horror and morbid
curiousity.

JUDAH

scoops up a handful of the Crow's blood and brings it to his
lips.

CLOSE ON JUDAH'S LIPS

as he drinks, letting the overflow trickle down over his
chin and neck.

CLOSE ON JUDAH'S FACE

his once-pallid features now glow with a kind of beatific
radiance.

WE RISE UP

from Judah, up and up into the darkest reaches of his tower.
Judah is LAUGHING, laughing in the face of Death itself.

CUT TO:

EXT. JUDAH'S TOWER - STREET

Ashe lies amidst a field of shimmering glass shards and
flowers.

THE MASKED CELEBRANTS

slowly gather around Ashe, craning their necks for a view of
the fallen angel.

CLOSE ON ASHE'S FACE

Relaxed, peaceful, even. For a moment, we aren't sure
whether or not Ashe's soul has fled.

The peripheral noise from the street festival dies away.
We're in the eye of the hurricane now. Once again, time
seems to shudder to a stop. And the only thing we hear
are...

THE CROWS

Thousands of them, filling the heavens with their KEENING
WAILS.

Ashe slowly opens his eyes, tentative. When you're this deep
in the bosom of bliss, the last thing you want to do is
waken, but waken he does...

ASHE'S POV - THE SKY ABOVE JUDAH'S TOWER

is black with crows. And endless army of carrion-creatures,
swirling madly about.

BACK TO SCENE

Ashe sits up, stares at the crows, fascinated, frightened.
Then his eyes fall to the faces of the people around him. We
are in dream-time now, blurring the edges of reality.

A CHILD

wearing a skull mask pushes to the front of the crowd. He
stares at Ashe a moment, then lifts the mask from his
face...

It's Danny.

ASHE

(confused)

Danny...?

Ashe rushes to Danny's side, holding him tight, his
disbelief overpowered by the unfettered joy of seeing his
son once again.

ASHE

What are you doing here?!

DANNY

It's time to go back, Dad.

Ashe looks up at the screaming crows above them.

ASHE

Is that why they're here?

DANNY

(nodding)

They're the souls who came before you. They're crying for
the people they've lost.

(beat)

Now they're crying for you.

ASHE

But Sarah still needs me.

DANNY

You don't understand, Dad. You work for the dead, not the
living. Your work here is done.

Ashe reaches for his son's shoulders, all but pleading with
him.

ASHE

I can't go, not yet, not now...

DANNY

You have to.

ASHE

Danny, I can't leave her like this...

The CRIES of the crows grow louder as the sky above becomes
darker.

A shadow passes over Danny's face. He Seems Saddened. For a
moment, it seems as if another entity creeps into Danny's
voice.

DANNY

If you turn your back on the dead now, you'll be trapped
between the worlds. You'll never be allowed to cross over.

(beat)

You'll be alone, Dad. Forever.

Ashe hesitates a moment, realizing the enormity of what he
is about to do. It's an agonizing choice.

ASHE

I have to stay.

Danny nods.

DANNY

I know.

Danny reaches out to touch Ashe's painted face...

DANNY

(forlorn)

Good-bye, Dad.

As Danny says his parting words, the SOUNDS of the world
around them come rushing back with startling clarity. Danny
starts to turn away...

ASHE

Danny, wait...!

WHAM! Ashe bolts up from the bed of flowers and glass. The
spell is broken. Was he dreaming...?

No, there's Danny slipping back into the crows, the mask
pulled down over his face once again.

Ashe reaches for Danny, spinning him around, pulling off the
mask...

...only it's not Danny! It's a drunken DWARF with fucked-up
teeth who's laughing his ass of at Ashe. Ashe recoils,
horrified, then spins around, suddenly finding himself face
to face with...

JUDAH

standing just a few yards away, emerging from the doorway of
his tower. He got the anti-Crow blood mask on his face. His
eyes are glowing like twin stars and his lips are curled
back in a feral snarl. In his hands, he holds one of the
chains from his campanile.

Judah grabs Ashe by the lapels of his coat, draging him
close so they're eye to eye -- close enough to breathe the
same beath -- two sides of a coin.

JUDAH

Tell me, Ashe. Do you every get the feeling we're all just
dead men on leave?

ASHE

(seething with hatred)

Judah.

JUDAH

In the flesh.

Judah flings Ashe backwards...

Ashe reaches his hand into his coat, pulling out a .45. He
FIRES into Judah's chest - once, twice, thrice...

Judah doesn't even stagger, he just keeps on grinning. Wisps
of smoke rise up from the holes in his chest.

Ashe stares at Judah, dumbfounded.

ASHE

What...are...you?

JUDAH

I'm your shadow, Ashe. Every angel's got a devil. Didn't you
know that? Or maybe you just slept your way through Sunday
school?

Judah lashes out with the rope. Ashe spins and falters.
Incredibly, he finds himself feeling pain.

Judah follows with a series of blows, each more savage than
the next, driving Ashe back...

Ashe stumbles, falls to his hands and knees. He reaches to
his mouth, his hand comes away spattered with blood. Ashe
shakes his head to clear it.

Judah kicks Ashe in the face, knocking him onto his back...

...but Ashe springs back to his feet. He tries to strike
Judah. Judah catches Ashe's hand and squeezes tight. We hear
bones snapping.

CRACK! Judah smashes out with his other fist, Ashe spins
around and collapses...

Ashe tries to push himself up by his hands. He coughs,
spitting up more blood, crawls forward...

ASHE

What... did you do to me...?

JUDAH

I've tasted the blood of the Crow and taken your power.

WHOOSH! Judah whips the rope about, snapping the end around
Ashe's neck, dragging him off his feet.

Judah pulls Ashe forward, crouching over him like a spider
ready to devour its prey.

JUDAH

You're flesh and blood now, Ashe. You can die like any other
man.

ASHE

Go to hell.

JUDAH

Already been there. And I must confess, I liked what I saw.

CUT TO:

INT. JUDAH'S TOWER - NIGHT

Sarah sobs quietly, still chained to the pillar. A figure
suddenly appears at her side -- Sibyl. Sarah looks up...

SARAH

What...?

Sibyl produces a key from within her robes. She places the
key in the lock on Sarah's manacles. With a turn of the key,
the manacles fall away and Sarah is free.

Sarah looks back at the blind oracle, uncertain.

SARAH

Why are you doing this?

Sibyl fixes Sarah with her blind stare.

SIBYL

Ashe needs you now. More than ever.

Sibyl raises her other hand. She's holding one of the
misericords which she extends to Sarah.

SIBYL

Go to him.

Sarah takes the misericord and racees for the end of the
campanile, towards a beckoning doorway and a stairwell
beyond. Printed on a grime-smeared placard nearby are the
words...

"THIS IS NOT AN EXIT"

Sarah rushes through the doorway, heedless.

CUT TO:

EXT. JUDAH'S TOWER, CITY STREETS - NIGHT

Judah plants his foot on Ashe's chest, tightening the chain
around Ashe's throat.

JUDAH

Looks like the dead have forsaken you, my friend.

Ashe clutches at the rusty chain links which bite into his
flesh, choking.

JUDAH

Look at you, bleeding like a stuck pig. Where's your
precious strength? Where's your power?

(drawing closer, whispering)

You're nothing now, Ashe, not even a ghost.

Judah rises. He grabs a hold of the chain, pulling...

ASHE

down the street. Ashe SCREAMS as his body is dragged across
the asphalt...

CUT TO:

INT. JUDAH'S TOWER, ELEVATOR - NIGHT

Sarah rushes into a rickety old elevator, pulling the
accordion-style security gate shut. She punches the "DOWN"
arrow on the tarnished control panel. With a lurch and HUM
the elevator car starts its journey downward.

EXT. CITY STREET, MOVIE PALACE - NIGHT

Judah has dragged Ashe over to the East side of the street,
in front of an old movie palace. He leaps atop one of the
vending stalls and clambers onto the marquee itself.

JUDAH

shouts to the crowds below, his eyes on fire.

JUDAH

You want death?! Here he is, people!!! Take a good look!!!

Even as Ashe fights to free himself of the chain, Judah
loops one end of it over a street lamp. He jumps from the
marquee, using his body weight to pull Ashe from the
ground...

ASHE

is dragged up into the air, dangling above the faces of the
crowd.

EXT. CITY STREET, JUDAH'S TOWER - NIGHT

Sarah rushes out the front entrance of the tower, into the
Day of the Dead crowd which swarms below. She pushes through
the mob, trying to fight her way across the street.

EXT. CITY STREET - MOVIE PALACE - NIGHT

Ashe swings like a puppet from Judah's improvised hangman's
noose. His coat and short have been all but torn to shreds.

Judah drags down on the chain harder, lifting Ashe even
higher, tightening the noose. He secures the chain on a
hydrant, then strolls forward, inspecting his work. Judah
circles Ashe, grinning like the cat who swallowed the
canary.

JUDAH

Now don't we look pretty...

Ashe struggles, choking, causing...

THE TATTERED PAINTING

of Danny's that Ashe had kept in his coat pocket to fall
free. It flutters to the ground, landing at Judah's feet.

Judah kneels, picking it up. As he unfolds the painting, we
see that it has been stained with Ashe's own blood. He tilts
it this way and that -- as if he were appraising the
craftsmanship of the piece.

JUDAH

Nice. If you prick him, does he not bleed?

Judah looks up at Ashe, his eyes full of crazed humor, then
he very deliberately tears the painting to shreds, letting
the pieces fall away into the night wind.

Judah reaches for metal rod, lashing out at Ashe's bare,
bloodied back...

WHACK! Ashe SCREAMS. Judah is hell-bent on beating Ashe into
oblivion. With every stroke of the switch the crowd CHEERS.

CLOSE ON ASHE

His eyes are rolling to whites as consciousness begins to
recede...

ASHE'S POV

The swirling faces of the masked celebrants, with Judah
front and center. Mob mentality, everyone drunk and
LAUGHING, jeering at Ashe, the dangling fool. It's a scene
out of Hell...

.. and behind Judah, a familiar figure pushing her way to
the front of the crowd...

SARAH

lunges forward, clutching the misericord, shoving a reveller
aside...

SARAH

Get away from him!

Judah turns. Sarah drives the misericord into Judah's eye.
Judah, momentarily blinded, falls back...

Sarah unlashes the end of the chain from the hydrant...

ASHE

falls to the street as the chain CLATTERS over the street
lamp. He unravels the chain from his throat and drags
himself back up...

ASHE

Sarah, get back!

Too late. Judah has torn the misericord from his eye. He
rushes up to Sarah and...

...THUNK! Drives it deep into her chest.

ASHE

SARAH!!!

Sarah gasps, drops to her knees, clutching at the dagger's
handle. She pulls the misericord out. Blood begins to well
up from the wound. She stares at her blood-covered hands in
disbelief, then falls back.

Silence now as the crowd begins to back away. The mood has
shifted.

Ashe drops by Sarah's side. She stares up at the sky, eyes
wide with wonder...

SARAH

The crows...I can see them coming...

SARAH'S POV

Once again, the crows are wheeling around the ceiling of the
sky.

BACK TO SCENE

Ashe looks up at Judah, fueled by a righteous rage that's
been burning since the moment of his resurrection. He rises.
All reason is gone. The only think that remains for Ashe is
an unbridled animal fury.

Ashe launches himself at Judah, sending the villain tumbling
back into a nest of scaffolding. One of the pipes punches
clear through Judah's chest, impaling him!

Judah hangs there, transfixed like a butterfly with a pin
stuck through it. He struggles to pull himself from the
piping, but even so, he's laughing hysterically...

JUDAH

You can't stop me anymore, Ashe. You don't have the power.

Ashe's eyes boil with hatred.

ASHE

If it were just me, you'd be right, Judah. But I have an
eternity of pain to call upon...

Ashe lifts his hands up, exposing his bleeding palms.

ASHE

And the pain gives me strength.

ASHE'S PALMS

As we watch the stigmata close themselves up, blood drawing
itself back into the wounds.

Ashe raises his arms to the sky, gesturing to the crows
which spin high above his head.

ASHE

TAKE HIM!!!

EXT. JUDAH'S CAMPANILE - NIGHT

The murder of crows spirals down from the sky like a black
tidal wave. They descend on Judah as one entity, SCREAMING
down from the heavens like a storm of razor blades.

JUDAH

NO!!!

We get one final glimpse of horrified Judah's face, eyes
wide with terror, before the tidal wave of black wings
engulfs him.

JUDAH

lets loose a DEATH-SHRIEK that all but splits the sky as the
myriad beaks and talons rend him limb from limb.

DOWN IN THE STREET,

Ashe returns to Sarah's side, lifting her up off the ground
and cradling her in his arms.

ASHE

You can't die, Sarah... I stayed for you.

SARAH

(gasping)

There's a balance that needs to be kept...someone had to
cross over...

Sarah takes a ragged breath, wincing as a wave of pain
washes over her.

SARAH

I didn't want it to be you...

Sarah looks up at Ashe, tries her level best to smile. She's
at death's door now - one foot already over the threshold.
Her face is pale, having lost so much blood. Tears spill
down Ashe's cheeks, causing the war- paint makeup to run in
rivulets.

ASHE

(in anguish)

I can't go with you, Sarah. I have to stay here now.

(cursing his fate)

I have to stay.

SARAH

Do you love me?

Ashe nods.

Sarah reaches down to the wedding ring which hangs from her
neck on the chain. She tugs at the chain, snapping it apart.
She holds the ring out to Ashe.

SARAH

Take...this...

Ashe takes the ring from Sarah. She closes Ashe's hand
around the ring, gripping his fist tightly.

SARAH

I'll wait for you. Forever, if I have to.

She shuts her eyes, riding through another wave of pain.

ASHE

Oh God...

SARAH

Listen...if two people really love each other...

She inhales sharply. Breathing has become a labor for her
now.

SARAH

...nothing can keep them apart.

(her voice fading)

...nothing.

Ashe nods, trying to let this thought reassure him. It's the
only thing he has left to cling to.

SARAH'S POV

Ashe's face, surrounded by a nimbus of light. We're falling
away from him. Down, down, down. And as we fall, we hear a
FLUTTERING OF WINGS.

ON SARAH'S FACE

Her eyes lose focus. Her head goes slack in Ashe's arms.
She's gone.

Ashe lowers his lips to her, kissing her one final time.

Ashe cradles Sarah's lifeless body in his arms, gently
rocking back and forth, tears streaming down his cheeks.

And as we pull back from them, we realize that the scene
mirrors the prophetic image from Sarah's own painting - the
woman dying in the arms of her lover, surrounded by a
gallery of skull-masked celebrants.

Ashe stands, lifting Sarah in his arms. He turns to leave...

THE DAY OF THE DEAD CROWD

slowly part for him, revealing a path of marigold petals
leading away down the street. It's almost as if, by silent
consensus, the crowd has come to understand what has
happened here this night.

ASHE

moves through the crowd carrying Sarah in his arms. The
people close ranks behind him and we...

CUT TO:

INT. JUDAH'S TOWER, CAMERA OBSCURA - NIGHT

Sibyl stands over the camera obscura. On the table's
focusing surface we see the street below.

ASHE

is carrying Sarah in his arms, moving through the crowd of
silent witnesses.

SIBYL

nods to herself, satisfied. We see what might be a trace of
a smile cross her lips.

Sibyl turns and exits the camera obscura.

INT. JUDAH'S TOWER, CAMPANILE - NIGHT

Sibyl approaches the table where the stag beetle is
tethered. Removing a pair of scissors from within her robes,
Sibyl cuts the thread which binds the beetle.

THE STAG BEETLE,

free at last, quickly scurries out of the box and across the
table, disappearing into the shadows.

Sibyl follows suit, gathering her robes about her and
stepping on into the darkness.

DISSOLVE TO:

EXT. INNER-CITY CHURCH - DAWN

The same church we visited the night before. Ashe, still
carrying Sarah in his arms, enters the sanctuary.

The church is aglow with candles. Ashe lays Sarah's body
down in front of the offrenda, folding her arms across her
chest, leaving her in a state of repose. He stands, taking
in one last look.

As Ashe moves to leave, he sees the elderly priest he had
spoken to earlier.

PRIEST

Why are you still here?

ASHE

Because I have nowhere left to go.

Ashe steps past the priest, moving towards the doorway and
the daylight beyond.

PRIEST

What will you do, then?

ASHE

(looking back)

This city is filled with shadows. One more won't make it any
darker.

EXT. CHURCH - DAWN

Ashe exits the church, finding haven in a shadowed doorway.
He reaches into his pocket, removing the wedding ring Sarah
had given to him...

CLOSE ON THE RING

as Ashe turns it over in his hands, seeing the word
"FOREVER" inscribed on the inside of the band. He slips it
on his finger.

GRACE (O.S.)

(concerned)

Are you all right?

Ashe looks up to see...

GRACE,

the drugged-out girl that Sarah helped at the beginning of
the film. She's looking good now, clean of the poison that
once possessed her. And damned if she isn't holding Gabriel
in her arms.

GRACE

Long night, huh?

Gabriel MEOWS to Ashe. Ashe reaches out and scratches the
cat's ear.

GRACE

Isn't he cool? I found him on the street. I was going to
take him home with me.

ASHE

You should. Looks like he needs a home.

GRACE

Well, see ya.

She smiles at him and starts off down the street. Gabriel
turns around in Grace's arms and peers back at Ashe from
over her shoulder.

Ashe moves out from the shadows into the steadily growing
light, watching them. We see just a hint of hope in his eyes
- hope that someday he and Sarah will be reunited.

As we hold on Ashe's face, Sarah's VOICE-OVER begins.

SARAH (V.O.)

I believe there's a place where the restless souls wanter...

DISSOLVE TO:

EXT. LIMBO - DAWN

The same scene as the beginning of our film. We've made a
circle. A heavy mist hangs before us - endless and
impenetrable. And out of that primordial fog a CROW
materializes, flying towards the camera in slow motion.

SARAH (V.O.)

Burdened by the weight of their own sadness, they cannot
enter Heaven...

Presently a second shape materializes - a FIGURE ON
HORSEBACK, galloping after the Crow.

SARAH (V.O.)

And so they wait, trapped between our world and the next,
endlessly searching for a way to rid themselves of their
pain - in the hopes that somehow, some day, they will be
reunited...

As the dark rider comes towards us, we realize that it's
Sarah whose baleful eyes are now shining behind the irony
mask war paint.

SARAH (V.O.)

...with the ones they love.

CUT TO:

EXT. FREEWAY OVERPASS - DAWN

Ashe is back on his bike, racing beneath the cathedral-like
arches of the overpass. As he sweeps past a concrete pillar
we...

CUT TO:

EXT. LIMBO - DAY/NIGHT

Sarah on her horse, galloping in parallel action. As she
sweeps last a tree we...

CUT TO:

EXT. FREEWAY OVERPASS - DAWN

Ashe on the bike. Now we intercut between the two doomed
lovers, each on their respective steeds. Worlds apart, and
yet, somehow traveling the same road.

We are intercutting faster and faster, until the sound of
HOOFBEATS and the MOTORCYCLE'S ROAR are indistinguishable.

Until the two figures themselves begin to blur.

Faster and faster and faster until we...

CUT TO BLACK.

Over the darkness we hear Sarah's final words to Ashe:

SARAH'S VOICE

If two people really love each other, nothing can keep them
apart...

(beat)

Nothing.

THE END