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Dead Poets Society Script
(Edit)

                                  "DEAD POET'S SOCIETY"

                                      Screenplay by

                                       Tom Schulman

                                       Final Draft

                

               INT. WELTON ACADAMY DINING HALL - DAY - VARIOUS SHOTS

               CREDITS ROLL

               On the left is a life-sized mural depicting a group of young 
               school boys looking up adoringly at a woman who represents 
               liberty. On the right is a mural showing young men gathered 
               around an industrialist in a corporate boardroom. Between 
               the murals stands a boy.

               An odd, blaring MUSICAL SOUND starts and stops, interrupted 
               by the noise of pumping. A teacher hurries to the boy, adjusts 
               his tie, and leads him off.

               On another wall is a full-sized portrait of a 19th century 
               Scotsman in a kilt. In front at this, young boys carrying 
               banners, and several elderly men in old-fashioned costumes 
               assembling into a processional formation. Nervous younger 
               boys (7th graders) are shown their places in line and handed 
               candles. They light each others' candles until all their 
               candles are lit.

               Suddenly the MUSIC BLASTS FORTH in its full splendor. It is 
               a BAGPIPE. The bagpiper, in a kilt like the one in the 
               portrait, begins a processional march.

               INT. CORRIDOR ADJACENT THE DINING ROOM - SAME

               The bagpiper enters a long slate and stone hallway. The 
               haunting timbre of his antiquated instrument reverberates 
               through the building. Momentarily, he is followed by the 
               other processional marchers. He leads them down the corridor 
               and down a threshold staircase into:

               INT. WELTON'S OLD, STONE CHAPEL - CONTINUOUS

               Where two hundred high school-aged boys--most of whom wear 
               black blazers--sit on either side of the central aisle 
               watching the procession move onto the dais in front. Beside 
               most of these boys are their parents.

               VARIOUS ANGLES ON THE PROCESSION

               FOUR 16-YEAR-OLD Boys CARRY BANNERS.

               Each boy is dressed in an archaic, turn-of-the-century outfit.  
               On each banner is emblazoned a different word. One reads 
               "TRADITION", another reads "HONOR", a third reads 
               "DISCIPLINE", the last reads "EXCELLENCE."

               THE ELDERLY MEN in their 70s and SOS, obviously the school's 
               oldest alumni, each wearing a name tag and the uniform of 
               his day, make their way toward the stage.

               THE SEVENTH GRADERS

               carrying candles are nervous and self-conscious. Most 
               concentrate intently on keeping their candles lit while they 
               march. One young boy's candle has gone cut and he can barely 
               keep from crying.

               The bagpiper stands at the corner of the dais, marching in 
               place. Behind him, in black robes, sit the school's 30-odd 
               teachers. The processional's elderly alumni fill the chairs 
               of honor on the dais.

               The four young BANNER CARRIERS peel off from the main aisle 
               and take seats beside their parents in the audience. The 7th 
               graders take seats with their parents too. A purple and black 
               robed man who brings up the rear of the procession walks up 
               to the podium. He is HEADMASTER GALE NOLAN, a big man, in 
               his mid-60s. The music stops.

                                     NOLAN
                         Ladies and gentlemen, distinguished 
                         alumni, and students: This year marks 
                         the one hundredth year that Welton 
                         Academy has been in existence.

               Applause begins. Soon the whole room is standing in a 
               thunderous ovation. After an appropriate amount of time, 
               Nolan motions for everyone to be seated.

                                     NOLAN
                         One hundred years ago, in 1859, forty-
                         one boys sat in this room and were 
                         asked the same question that now 
                         greets you at the start of each 
                         semester: Gentlemen, what are the 
                         four pillars?

               All of the students stand at attention. Find TODD ANDERSON 
               sitting between his parents. Todd is 16, good looking, but 
               he seems beaten down, lacking confidence, unhappy. He wears 
               a name tag and no Welton blazer. When the others stand, Todd's 
               mother nudges him. Todd stands. He watches as the other 
               students:

               ALL THE BOYS IN UNISON

               Tradition! Honor! Discipline! Excellence!

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

                                     NOLAN
                         In her first year, Welton Academy 
                         graduated five students. Last year 
                         we graduated fifty-one and over 
                         seventy-five percent of those went 
                         to the Ivy League!

               Applause. During it we find KNOX OVERSTREET and CHARLIE 
               DALTON, both 16, and both in Welton blazers. Knox (sitting 
               between his parents) carries a banner. He has curly hair, 
               looks outgoing, is short but well built. Charlie, also with 
               his parents, has a handsome yet friendly face. He carries no 
               banner but, when Nolan mentions Ivy League, both these boys 
               fit the bill.

                                     NOLAN
                         This kind of accomplishment is the 
                         result of fervent dedication to the 
                         principles taught here. This is why 
                         you parents have been sending us 
                         your sons, and this is why we are 
                         the best preparatory school in the 
                         United States.
                              (more applause)

               NEW STUDENTS

               All turn to look at the new students the 7th graders and 
               transfer students. Todd Anderson is among them and he looks 
               incredibly self-conscious.

                                     NOLAN
                         The key to your success rests on our 
                         four pillars. These are the bywords 
                         of this school and they will become 
                         the cornerstones of your lives.  
                         Welton Society candidate Richard 
                         Cameron...

               In the audience, not far from Todd is RICHARD CAMERON, one 
               of the banner carriers, 16, his father's little clone. He 
               stands eagerly to attention. Too eagerly.

                                     CAMERON
                         Yes sir!

                                     NOLAN
                         What is Tradition?

                                     CAMERON
                         Tradition, Mr. Nolan, is love of 
                         school, country, and family. Our 
                         tradition at Welton is to be the 
                         best!

                                     NOLAN
                         Good, Mr. Cameron. Welton Society 
                         Candidate George Hopkins. Honor.

               Cameron sits. His father beams smugly.

                                     HOPKINS (O.S.)
                         Honor is dignity and the fulfillment 
                         of duty!

                                     NOLAN
                         Good, Mr. Hopkins. Honor Society 
                         Candidate, Knox Overstreet.

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

                                     KNOX
                         Yes sir.

                                     NOLAN
                         What is discipline?

                                     KNOX
                         Discipline is respect for parents, 
                         teachers, headmaster. Discipline 
                         comes from within.

                                     NOLAN
                         Thank you, Mr. Overstreet. Honor 
                         Candidate Neil Perry.

               Knox sits. Knox's proud father and mother give him pats of 
               encouragement. NEIL PERRY stands. Whereas some boys have two 
               or three achievement pins an the lapels of their coats, Neil 
               has a huge cluster of them on the pocket of his jacket. Neil 
               is 16, intense, a born leader. However, there is more than a 
               hint of anger and dissatisfaction in his eyes. Beside him 
               sits his unsmiling father, MR. PERRY.

                                     NOLAN
                         Excellence, Mr. Perry.

                                     NEIL (ROTE)
                         Excellence is the result of hard 
                         work. Excellence is the key to all 
                         success, in school and everywhere.

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

                                     NOLAN
                         Gentlemen, at Welton you will work 
                         harder than you have ever worked in 
                         your lives, and your reward will be 
                         the success that all of us expect of 
                         you. I would now like to call to the 
                         podium Welton's oldest living graduate--
                         Mr.  Alexander Carmichael, Jr., Class 
                         of 1866.

               An octogenarian on stage shuns help from those beside him 
               and makes his way slowly--excruciatingly slowly--to the podium 
               As the audience rises to another standing ovation

                                                               DISSOLVE TO:

               EXT. THE WELTON ACADEMY - MAIN LAWN - DAY

               Welton Academy is a cluster of traditional weathered stone 
               buildings. The time is 1959 but at Welton this is irrelevant.  
               This school with its traditions is completely isolated from 
               the politics or trends of the outside world.

               The students stand with their parents under a giant tent.  
               Finger food, coffee, tea and punch are laid cut on white 
               clothed tables.

               Charlie's mother stands dotingly fixing Charlie's hair.  
               Then she kisses him.

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

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

               Todd Anderson's parents stand chatting with another couple, 
               paying no attention to Todd who looks very much alone. Mr. 
               Nolan walks by and looks at Todd's name tag.

                                     NOLAN
                         Ah, Mr. Anderson. You have some big 
                         shoes to fill, young man. Your brother 
                         was one of our best.

                                     TODD
                              (faint, almost 
                              inaudible)
                         Thank you.

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

                                     MR. PERRY
                              (somewhat disturbed)
                         Gale. what's this I hear about a new 
                         junior English teacher?

                                     NOLAN
                         Mr. Gladden took the Headmaster's 
                         post at Malford, so we've hired John 
                         Keating.

                                     MR. PERRY
                              (suspicious)
                         A former student, I hear?

                                     NOLAN
                         A star student, Mr. Perry. And he's 
                         spent the last ten years teaching at 
                         the McMillan School in Edinburgh.

                                     MR. PERRY
                              (acting impressed)
                         Oh. McMillan.

               Nolan looks around. He finds, then indicates:

               ACROSS THE LAWN a black-robed teacher stands with his back 
               to us, staring at the beautiful Welton LAKE. As if he sensed 
               he was being watched, he turns and faces us. This is JOHN 
               KEATING, late 30s, sparkling eyes.

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

                                     NOLAN
                         Come meet him. You'll like him.

               We watch Nolan escort Mr. Perry across the lawn and introduce 
               him to Mr. Keating who walks up to greet them. Todd stands 
               alone, looking around. Neil Perry, now left alone, does the 
               same. Both watch the other students saying good-byes to their 
               parents.

               EXT. THE WELTON ACADEMY PARKING LOT - DAY

               The 7th graders are saying good-bye to their parents. Chins 
               quiver. Young eyes hold back tears. Some boys sob. For most 
               of these young boys this is the first time in their lives 
               that they will be away from their parents and their homes, 
               and it is a devastating experience.

               LONG SHOT, WELTON ACADEMY - SAME

               Welton Academy sits in a lonely and isolated valley in woods 
               of Vermont. Though the setting is beautiful, its isolation 
               only highlights the loneliness that most of the 7th graders 
               feel at this moment.

               INT. THE WELTON ACADEMY OAK PANELED HONOR ROOM - DAY

               The 50 or so members of the junior class sit in chairs or 
               stand around the room. The students that were featured earlier 
               are here: Todd Anderson, Neil Perry, Knox Overstreet, Charlie 
               Dalton, Richard Cameron. All except Todd wear Welton blazers.  
               Todd sticks out and he knows it.

               A staircase against a wall leads to a 2nd-floor door. That 
               door opens and down the stairs file five boys. An old teacher

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

                                     HAGER
                         Overstreet, Perry, Dalton, Anderson, 
                         Cameron.

               These boys file up the staircase. As they do, a seated boy 
               (PITTS) leans to the boy next to him (STEVEN MEEKS). Meeks 
               has sweet egghead looks and very short hair. He wears a pocket 
               watch and chain.

                                     PITTS
                         Who's the new boy?

                                     MEEKS
                              (shrugs)
                         Anderson.

               Old Hager sees this conversation.

                                     HAGER
                         Misters Pitts and Meeks. Demerits.

               Pitts and Meeks look down. Pitts glances at Meeks and rolls 
               his eyes.

                                     HAGER
                         That's another demerit, Mr. Pitts.

               Pitts' smile vanishes. Hager closes the door.

               INT. THE HEADMASTER'S OFFICE - SAME

               The five boys take seats in a row of chairs facing Mr. Nolan.  
               Nolan sits behind his desk, a HUNTING DOG on the floor beside 
               him.

                                     NOLAN
                         Welcome back, Mr. Dalton. How's your 
                         father?

                                     CHARLIE
                         Doing fine, sir.

                                     NOLAN
                         Your family move into that new house, 
                         Mr. Overstreet?

                                     KNOX
                         Yes sir, about a month ago.

                                     NOLAN
                         Wonderful. I hear It's beautiful.
                              (he gives the dog a 
                              snack)
                         Mr. Anderson, since you're new here, 
                         let me explain that at Welton, I 
                         assign extracurricular activities on 
                         the basis of merit and desire. These 
                         activities are taken every bit as 
                         seriously as your class work... right, 
                         boys?  

                                     CHARLIE, CAMERON, KNOX
                         Yes sir!

                                     NOLAN
                         Failure to attend required meetings 
                         will result in demerits. Mr. Dalton 
                         the school paper, the Service Club, 
                         soccer, rowing. Mr. Overstreet Welton 
                         Society Candidates, the school paper, 
                         soccer, Sons of Alumni Club. Mr. 
                         Perry Welton Society Candidates, 
                         Chemistry Club, Mathematics Club, 
                         school annual, soccer. Mr. Cameron  
                         Welton Society Candidates, Debate 
                         Club, rowing, Service Club, forensics, 
                         Honor Council. Mr. Anderson based on 
                         your record at Balincrest, soccer, 
                         Service Club, school annual. Anything 
                         else I don't know about?

               Todd struggles. He looks like he is trying to speak but 
               nothing is coming out of his mouth.

                                     NOLAN
                         Speak up, Mr. Anderson.

                                     TODD
                              (barely audible)
                         I would prefer rowing sir.

               It is apparent that Todd's fear of speaking is overwhelming.  
               Nolan looks at him.

                                     NOLAN
                         Rowing? Did he say rowing? It says 
                         here you played soccer at Balincrest.

                                     TODD
                              (again barely audible)
                         I... did... but...

               Sweat breaks out on Todd's brow. He clinches his hands, 
               turning his knuckles white. He looks like he is going to 
               burst into tears. The other boys look at him.

                                     NOLAN
                         You'll like soccer here, Anderson.  
                         Dismissed.

               The boys stand and exit. Todd looks absolutely miserable.  
               The teacher at the door calls out more names.

               EXT. WELTON CAMPUS - DAY

               The Welton students walk toward their dorms. Neil Perry 
               approaches Todd Anderson who walks alone. Neil offers his 
               handshake.

                                     NEIL
                         I hear we're going to be roommates.  
                         Neil Perry.

                                     TODD
                              (softly)
                         Todd Anderson.

               Todd keeps walking. There is an awkward silence.

                                     NEIL
                         Why'd you leave Balincrest?

                                     TODD
                              (overlap)
                         My brother went here.

                                     NEIL
                         Oh, so you're that Anderson.

               INT. THE JUNIOR DORM LOBBY - CONTINUOUS

               Neil and Todd have walked into the dorm lobby.

                                     TODD
                         My parents wanted me here all along 
                         but my grades weren't good enough.  
                         I had to go to Balincrest to pull 
                         them up.

                                     NEIL
                         Well, you've won the booby prize.  
                         Don't expect to like it here.

                                     TODD
                         I don't.

               INT. THE WELTON JUNIOR CLASS DORMITORY ROOM - DAY

               Each small room contains two single beds, two closets, and 
               two desks. Suitcases sit on the floor. Neil enters. Richard 
               Cameron sticks in his head.

                                     CAMERON
                         Heard you got the new boy. He's a 
                         hell of a speaker, huh? Oops.

               Todd Anderson walks in. Cameron ducks out. Todd has heard 
               Cameron's comment, but he ignores it. He puts his suitcase 
               on his bed and begins unpacking.

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

               There is a knock on the door. Knox Overstreet, Charlie Dalton, 
               and Steven Meeks enter. Charlie speaks to Neil.

                                     CHARLIE
                         Hey, I heard you went to summer 
                         school?

                                     NEIL
                         Yeah, chemistry. My father thought I 
                         should get ahead.

                                     CHARLIE
                         Well, Meeks aced Latin and I didn't 
                         quite flunk English so if you want, 
                         we've got our study group.

                                     NEIL
                         Sure, but Cameron asked me too.  
                         Anybody mind including him?

                                     CHARLIE
                         What's his specialty, brown-nosing?

               Some chuckles.

                                     NEIL
                         Hey, he's your roommate.

                                     CHARLIE
                         That's not my fault.

               Nobody is excited about Cameron but no one objects.

                                     MEEKS
                              (to Todd)
                         I don't think we've met. I'm Steven 
                         Meeks.

                                     TODD
                              (shyly extending his 
                              hand)
                         Todd. Anderson.

               Knox and Charlie offer Todd handshakes.

                                     CHARLIE
                         Charlie Dalton.

                                     KNOX
                         Knox Overstreet.

               Todd shakes their hands.

                                     NEIL
                         Todd's brother is Jeffrey Anderson.

                                     CHARLIE
                         Oh yeah. Sure. Valedictorian, National 
                         Merit Scholar

               Todd nods affirmative.

                                     MEEKS
                         Well, welcome to "Hell"ton.

                                     CHARLIE
                         It's every bit as hard as they say.  
                         Unless you're a genius like Meeks.

                                     MEEKS
                         He flatters me so I'll help him with 
                         Latin.

                                     CHARLIE
                         And English, and trig.

               Meeks smiles. There is a knock on the door.

                                     NEIL
                         It's open.

               Neil's father enters. Neil is surprised.

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

               All the boys stand.

                                     MEEKS, CHARLIE, KNOX
                         Mr. Perry.

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

                                     THE BOYS
                         Fine, sir. Thank you.

                                     MR. PERRY
                         Neil, I've decided that you're taking 
                         too many extracurricular activities. 
                         I've spoken to Mr. Nolan about it 
                         and you can work on the school annual 
                         next year.

                                     NEIL
                         But father, I'm assistant editor.

                                     MR. PERRY
                         I'm sorry, Neil.

                                     NEIL
                         But father, it's not fair.

                                     MR. PERRY
                         Fellows, would you excuse us a minute?

               Mr. Perry walks into the hall, Neil follows.

               INT. THE JUNIOR DORMITORY HALLWAY - SAME

                                     MR. PERRY
                         I will not be disputed in public, do 
                         you understand me?

                                     NEIL
                         Father, I wasn't disputing you.

                                     MR. PERRY
                         When you've finished medical school 
                         and you're on your own, you can do 
                         as you please. Until then, you will 
                         listen to me.

                                     NEIL
                         Yes sir. I'm sorry.

                                     MR. PERRY
                         You know what this means to your 
                         mother, don't you?

                                     NEIL
                         Yes sir.

               Using the pressures of guilt and punishment, Mr. Perry is 
               the most subtle of bullies. Neil's resolve crumbles in front 
               of his authoritarian father. Neil fills the pause.

                                     NEIL
                         You know me, always taking on too 
                         much.

                                     MR. PERRY
                         Good boy. Call us if you need 
                         anything.

               He turns and walks off.

               INT. NEIL'S ROOM

               The others wait in silence. A chastened Neil enters.

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

                                     KNOX
                         Yeah! Tell him off! It couldn't get 
                         any worse.

                                     NEIL
                         Oh that's rich. Like you tell your 
                         parents off, Mr. Future Lawyer and 
                         Mr. Future Banker!

               Neil takes the school annual achievement pin off his shirt 
               and hurls it at his desk.

                                     KNOX
                         Wait a minute. I don't let my parents 
                         walk on me.

                                     NEIL
                         Yeah, you just do everything they 
                         say! You'll be in daddy's law firm 
                         as sure as I'm standing here.
                              (to Charlie)
                         And you'll be approving loans till 
                         you croak.

                                     CHARLIE
                         Okay, so I don't like it any more 
                         than you do. I'm just saying

                                     NEIL
                         Then don't tell me how to talk to my 
                         father when you're the same way.  
                         All right?!

                                     KNOX
                         All right. Jesus, what are you gonna 
                         do?

                                     NEIL
                         What I have to do. Screw the annual.

                                     MEEKS
                         I certainly wouldn't lose any sleep 
                         over it. It's just a bunch of people 
                         trying to impress Nolan.

                                     NEIL
                              (bitterly)
                         Screw it all. I don't give a damn 
                         about any of it.

               He slams his hand into his pillow and lies back silently.  
               Everyone is quiet, sensing Neil's disappointment. Finally, 
               Charlie breaks the silence.

                                     CHARLIE
                         I don't know about anyone else, but 
                         I could use a refresher in Latin.  
                         Eight o'clock in my room?

                                     NEIL
                         Sure.

                                     CHARLIE
                         You're welcome to join us, Todd.

                                     KNOX
                         Yeah, come along.

                                     TODD
                         Thank you.

               The boys leave. Neil lies in silence. He sees the achievement 
               pin that he threw and picks it up. Todd continues to unpack.  
               He unpacks a photo of his mother and father with their arms 
               around an older boy who is obviously Todd's brother Jeffrey.  
               Todd stands to one side, slightly apart from the family group.  
               Todd unpacks an engraved leather desk set (pens, blotter, 
               etc.) and puts it on his desk.

                                     NEIL
                         So what do you think of my father?

                                     TODD
                              (softly, to himself)
                         I'll take him over mine.

                                     NEIL
                         What?

                                     TODD
                         Nothing.

                                     NEIL
                         Todd, if you're gonna make it around 
                         here, you've gotta speak up. The 
                         meek might inherit the earth but 
                         they don't get into Harvard. Know 
                         what I mean?

               Todd nods.

                                     NEIL
                         The goddamn bastard!

               He presses the metal point of the pin into his thumb, drawing 
               blood. Todd winces. Neil doesn't. Neil hurls the pin again.

               INT. A CHEMISTRY CLASSROOM - DAY

               The classroom is a laboratory: filled with flasks, etc.  
               Neil, Todd, Knox, Charlie, Cameron, Meeks and other members 
               of the junior class sit around the room. A bespectacled 
               teacher stands in front, passing out thick textbooks.

                                     CHEMISTRY TEACHER
                         In addition to the assignments in 
                         the text, you will each pick three 
                         lab experiments from the project 
                         list and report on one every five 
                         weeks. The first twenty problems at 
                         the end of chapter one are due: 
                         tomorrow.

               ANGLE ON CHARLIE DALTON as the thick textbooks arrive at his 
               desk. He shoots a disbelieving glance at Knox Overstreet who 
               can only acknowledge with a shake of his head. Todd takes 
               his books without reacting.

               INT. LATIN CLASS - DAY

               The same students sit before a Latin teacher in his early 
               60's. He declines a Latin noun with a thick Scottish brogue.

                                     LATIN TEACHER (MCALLISTER)
                         Agricola, agricolae, agricolas, 
                         Agricolas, agricolatis, agricolatus.

               ANGLE FAVORING TODD, NEIL, KNOX AND THE OTHERS as they 
               struggle to follow along with McAllister's lesson.

               INT. A MATHEMATICS CLASS - DAY

               Mathematical charts hang on the walls. The elderly bald 
               teacher (the one from Nolan's doorway), Dr. Hager, passes 
               out books. The students' work load is huge.

                                     HAGER
                         Your study of trigonometry requires 
                         absolute precision. Anyone failing 
                         to turn in any homework assignment 
                         will be penalized one point off his 
                         final grade. Let me urge you now not 
                         to test me on this point. Who would 
                         like to begin by defining a cosine?

               Richard Cameron stands.

                                     CAMERON
                         A cosine is the sin of the compliment 
                         of an angle or arc. If we define an 
                         angle A, then...

               INT. ENGLISH CLASSROOM - DAY

               The junior students--Todd, Neil, Knox, Charlie, Cameron, 
               Meeks and some of the others we've seen--enter. They are 
               loaded down with books and look weary. Sitting in the front 
               of the room, staring out the window is JOHN KEATING, the 
               teacher we glimpsed earlier. He wears a collared shirt, tie, 
               no jacket.

               The boys take seats and settle in. Keating stares out the 
               window a long time. The students start to shuffle 
               uncomfortably. Finally Keating stands, picks up a yardstick, 
               and begins slowly strolling the aisles. He stops and stares 
               into the face of one of the boys.

                                     KEATING
                              (to the blushing boy)
                         Don't be embarrassed.

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

                                     KEATING
                              (as if discovering 
                              something known only 
                              to himself)
                         Uh-huh.
                              (he moves to Todd 
                              Anderson)
                         Uh-huh.
                              (he moves to Neil 
                              Perry)
                         Ha!

               Keating slaps his free hand with the yardstick, then strides 
               to the front of the room.

                                     KEATING
                         Nimble young minds!

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

                                     KEATING
                              (energetically)
                         Oh Captain, My Captain. Who knows 
                         where that's from?

               No one raises a hand.

                                     KEATING
                         It was written by a poet named Walt 
                         Whitman about Mr. Abraham Lincoln.  
                         In this class you may refer to me as 
                         either Mr. Keating, or Oh Captain, 
                         My Captain.

               Keating steps down and starts strolling the aisles.

                                     KEATING
                         So that I become the source of as 
                         few rumors as possible, let me tell 
                         you that yes, I was a student at 
                         this institution many moons ago, and 
                         no, at that time I did not possess 
                         this charismatic personality. However, 
                         should you choose to emulate my 
                         manner, it can only help your grade. 
                         Pick up a textbook from the back, 
                         gentlemen, and let's retire to the 
                         honor room.

               He steps off the desk and walks out. The students sit, not 
               sure what to do, then realize they are to follow him. They 
               quickly gather their books, pick up texts, and follow.

               INT. THE WELTON OAK PANELED HONOR ROOM - DAY

               This is the room where the boys waited earlier. The walls 
               are lined with class pictures: dating back into the 1800s.  
               School trophies of every description fill trophy cases and 
               shelves. Keating leads the students in, then faces the class.

                                     KEATING
                         Mister...
                              (Keating looks at his 
                              roll)
                         Pitts. An unfortunate name. Stand 
                         up, Mister Pitts.

               Pitts stands.

                                     KEATING
                         Open your text, Pitts, to page forty 
                         and read for us the first stanza of 
                         the poem.

               Pitts looks through his book. He finds the poem.

                                     PITTS
                         To The Virgins to Make Much Of Time?

                                     KEATING
                         That's the one.

               Giggles in the class. Pitts reads.

                                     PITTS
                         Gather ye rosebuds while ye may
                         Old time is still a flying
                         And this same flower that smiles 
                         today
                         Tomorrow will be dying.

                                     KEATING
                         Gather ye rosebuds while ye may.  
                         The Latin term for that sentiment is 
                         "Carpe Diem." Anyone know what that 
                         means?

                                     MEEKS
                         Carpe Diem... seize the day.

                                     KEATING
                         Very good, Mr.?

                                     MEEKS
                         Meeks.

                                     KEATING
                         Seize the day while you're young, 
                         see that you make use of your time.  
                         Why does the poet write these lines?

                                     A STUDENT
                         Because he's in a hurry?

                                     KEATING
                         Because we're food for worms, lads!  
                         Because we're only going to experience 
                         a limited number of springs, summers, 
                         and falls. One day, hard as it is to 
                         believe, each and every one of us is 
                         going to stop breathing, turn cold, 
                         and die! Stand up and peruse the 
                         faces of the boys who attended this 
                         school sixty or seventy years ago.  
                         Don't be timid, go look at them.

               The boys get up. Todd, Neil, Knox, Meeks, etc. go over to 
               the class pictures that line the honor room walls.

               ANGLES ON VARIOUS PICTURES ON THE WALLS. Faces of young men 
               stare at us from out of the past.

                                     KEATING
                         They're not that different than any 
                         of you, are they? There's hope in 
                         their eyes, just like in yours. They 
                         believe themselves destined for 
                         wonderful things, just like many of 
                         you. Well, where are those smiles 
                         now, boys? What of that hope?

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

                                     KEATING
                         Did most of them not wait until it 
                         was too late before making their 
                         lives into even one iota of what 
                         they were capable? In chasing the 
                         almighty deity of success did they 
                         not squander their boyhood dreams? 
                         Most of those gentlemen are 
                         fertilizing daffodils! However, if 
                         you get very close, boys, you can 
                         hear them whisper. Go ahead, lean 
                         in. Hear it?
                              (loud whisper)
                         'Carpe Diem, lads. Seize the day. 
                         Make your lives extraordinary.

               Todd, Neil, Knox, Charlie, Cameron, Meeks, Pitts all stare 
               into the pictures on the wall. All are lost in thought.

               EXT. THE WELTON CAMPUS - DAY

               The class files out of the honor room. Todd, Neil, Knox, 
               Charlie, Cameron, Necks, and Pitts walk together, books in 
               hand. All thinking about what just happened in class.

                                     PITTS
                         Weird.

                                     NEIL
                         But different.

                                     KNOX
                         Spooky if you ask me.

                                     CAMERON
                         You think he'll test us on that stuff?

                                     CHARLIE
                         Oh come on, Cameron, don't you get 
                         anything?

               EXT. THE WELTON CAMPUS - CONTINUOUS

                                     MEEKS
                         How about a trig study group? Right 
                         after dinner.

                                     VARIOUS BOYS
                         Good by me. Sure. Great.

                                     KNOX
                         I can't make it. I got a sign-out to 
                         have dinner at the Danburrys' house.

                                     PITTS
                         Who are the Danburrys?

                                     CAMERON
                         Big alum. How'd you pull that?

                                     KNOX
                         They're friends of my dad. Probably 
                         in their nineties or something.

                                     NEIL
                         Listen, anything's better than mystery 
                         meat.

                                     CHARLIE
                         I'll second that.

               The group disperses. Neil finds himself walking near Todd 
               who has been silent through this whole discussion.

                                     NEIL
                         Want to come to the study group?

                                     TODD
                         Thanks but I'd better do history.

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

               Todd enters alone. He puts down his books and sits at his 
               desk. Flipping through the stack of books in front of him, 
               he sighs at the work load that is piling up.

               Todd takes out his notebook and opens his history book. He 
               stares at his notebook for a moment, then writes "SEIZE THE 
               DAY" in big letters. He looks at the words that he's written, 
               sighs, tears the page off, then plunges into his homework.

               EXT. THE WELTON CAMPUS - DUSK - WIDE SHOT

               The autumnal colors are muted by the onset of nightfall.  
               Old Dr. Hager drives the school "woody" station wagon out of 
               the campus.

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

               EXT./INT. A LARGE MANSION - DUSK

               Knox Overstreet gets out of the woody. Dr. Hager pulls away.  
               Knox walks to the door of the home and is admitted by a maid.  
               Knox is amazed by this palatial home.

               INT. THE DANBURRY MANSION LIBRARY - DUSK

               JOE DANBURRY is a sharp looking man of about 40, well dressed, 
               friendly. His wife, an attractive blonde about the same age, 
               sits beside him.

                                     JOE DANBURRY
                         Knox, come in. Joe Danburry. This is 
                         my wife, Janette.

                                     KNOX
                              (surprised)
                         Nice to meet you.

                                     MRS. DANBURRY
                         You're the spitting image of your 
                         father. How is he?

                                     KNOX
                         Great. Just did a big case for GM.

                                     JOE DANBURRY
                         Ah. I know where you're headed.  
                         Like father like son, eh?
                              (looking off screen)
                         Ginny. Come meet Knox.

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

                                     MRS. DANBURRY
                         Knox, this is our daughter, Virginia.

                                     GINNY
                         Ginny, mom.

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

               CHET DANBURRY--a tall jock of a guy a couple of years older 
               than Knox--enters. With him is a lovely teenage brunette, 
               CHRIS NOEL, in a short tennis dress. Soft glowing eyes, 
               athletic figure, this girl is stunning.

                                     CHET
                         Dad, can I take the Buick?

                                     JOE DANBURRY
                         What's wrong with your car?

                                     MRS. DANBURRY
                         Chet, where are your manners? Knox, 
                         this is my son Chet and his girlfriend 
                         Chris Noel. This is Knox Overstreet.  
                         Excuse me while I check on dinner.

                                     CHET
                              (perfunctorily)
                         Hi.

               Knox shakes Chet's hand. Knox is THUNDERSTRUCK by Chris.  
               Chris offers Knox her hand and a smile. Knox shakes her hand, 
               his mouth practically hanging open.

                                     CHRIS
                         Pleased to meet you.

                                     KNOX
                         The pleasure is mine.

                                     CHET
                         Come on, Dad, why is this always a 
                         big deal?

                                     JOE DANBURRY
                         Because I bought you a sports car 
                         and suddenly you want my car all the 
                         time.

                                     CHET
                         Chris' mom feels safer when we're in 
                         a bigger car. Right, Chris?

               Chet shoots her a wicked smile. Chris blushes.

                                     CHRIS
                         It's all right, Chet.

                                     CHET
                         It's not all right. Come on, Dad

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

                                     CHET
                         Come on, Dad.

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

                                     KNOX
                         So, uh, where are you in school?

                                     CHRIS
                         Ridgeway High. How's Henley Hall, 
                         Gin?

                                     GINNY
                              (flat)
                         Okay.

                                     CHRIS
                              (to Knox)
                         That's your sister school, right?

                                     KNOX
                         Sort of.

                                     CHRIS
                              (to Ginny)
                         You going out for the Henley Hall 
                         play?
                              (to Knox)
                         They're doing "A Midsummer Night's 
                         Dream."

                                     GINNY
                         Maybe.

                                     KNOX
                         How did you meet Chet?
                              (both girls look at 
                              him)
                         I mean... Er...

                                     CHRIS
                         He plays on the Ridgeway football 
                         team and I'm a cheerleader. He used 
                         to go to Welton but he flunked out.
                              (to Ginny)
                         You should do it, Gin. You'd be great.

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

                                     CHET
                         Chris. We got it. Let's go.

                                     CHRIS
                         Nice meeting you, Knox. Bye, Gin.

                                     KNOX
                              (dying inside)
                         Nice meeting you Chris.

               Chris and Chet exit. Through the window, we see Chet and 
               Chris walk out and put their arms around each other.

                                     GINNY
                              (confiding to Knox)
                         Chet just wants the Buick so they 
                         can go parking.

                                     KNOX
                         Oh.

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

                                     GINNY
                         Something wrong?

                                     KNOX
                         Nah.

               EXT. DANBURRY HOUSE - DUSK

               Chet and Chris drive off.

               INT. THE JUNIOR CLASS LOUNGE - NIGHT

               The dorm is quiet. Neil, Cameron, Weeks, Charlie and Pitts 
               are gathered studying math. As they do, Pitts works to 
               assemble a small crystal radio. Todd is in his room, studying 
               alone. Knox, looking shell-shocked, shuffles into the lobby.

                                     CHARLIE
                         How was dinner?

                                     KNOX
                         Terrible. Awful! I met the most 
                         beautiful girl I've ever seen in my 
                         life!

                                     NEIL
                         Are you crazy? What's wrong with 
                         that?

                                     KNOX
                         She's practically engaged to Chet 
                         Danburry. Mr. Mondo Jocko himself.

                                     PITTS
                         Too bad.

                                     KNOX
                         It's not too bad. It's a tragedy! 
                         Why does she have to be in love with 
                         a jerk?!

                                     PITTS
                         All the good ones go for jerks, you 
                         know that. Forget her. Take out your 
                         trig book and figure out problem 
                         twelve.

                                     KNOX
                         I can't just forget her, Pitts. And 
                         I certainly can't think about math!

                                     MEEKS
                         Sure you can. You're off on a tangent--
                         so you're halfway into trig already

                                     CAMERON
                         Duh, Meeks!

                                     MEEKS
                              (sheepishly)
                         I thought it was clever.

                                     KNOX
                              (sitting down)
                         You really think I should forget 
                         her?

                                     PITTS
                         You have another choice.

               Knox drops to his knee like he is proposing.

                                     KNOX
                         Only you, Pittsie.

               Pitts pushes Knox away. Knox sits back down but despair is 
               beginning to wash over him.

               EXT. WELTON CAMPUS - MORNING

               The Welton bagpiper marches on the lawn, practicing. Students 
               emerge from their dorms and head to breakfast.

               INT. KEATING'S ENGLISH CLASS - DAY

               The lights are out and shades are drawn. Keating sits in a 
               chair beside the teacher's desk. He looks solemn. All is 
               still.

                                     KEATING
                              (soft and soothing 
                              voice)
                         Boys, quietly open your texts to 
                         page 54

               The boys follow instructions. Keating reads the following in 
               a tone of quiet reverence.

                                     KEATING
                         Little Boy Blue, by Eugene Field: 
                         The little toy dog is covered with 
                         dust, But sturdy and staunch he 
                         stands. And the little toy soldier 
                         is red with rust, And his musket 
                         moulds in his hands; Time was when 
                         the little toy dog was new, And the 
                         soldier was passing fair; And that 
                         was the time when our Little Boy 
                         Blue, Kissed them and put them there. 
                         'Now don't you go till I come,' he 
                         said, 'And don't you make any noise!' 
                         So toddling off to his trundle bed 
                         He dreampt of pretty toys; And as he 
                         was dreaming, an angel song, Awakened 
                         our Little Boy Blue--Oh the years 
                         are many, the years are long, But 
                         the little toy friends are true.  
                         Ay, faithful to Little Boy Blue they 
                         stand, Each in the same old place-- 
                         Awaiting the touch of a little hand, 
                         The smile of a little face. And they 
                         wonder, as waiting the long years 
                         thru, In the dust of that little 
                         chair, What has become of our Little 
                         Boy Blue, Since he kissed them and 
                         put them there.

               Keating is a masterful reader. With his marvelous voice, he 
               has milked this sentimental poem for everything it is worth. 
               Many of the boys are on the verge of tears. Suddenly Keating 
               shouts

                                     KEATING
                         AHHGGGG!!

               The students jump halfway out of their seats.

                                     KEATING
                         Treacle! Mawkish treacle! Rip it out 
                         of your books. Rip out the entire 
                         page! I want this sentimental rubbish 
                         in the trash where it belongs!

               He marches down the aisles with the trash can and waits for 
               each boy to deposit the page from his textbook. The boys, 
               having been led down the sentimental path, cannot help but 
               laugh at this sudden change of mood.

                                     KEATING
                         Make a clean tear. I want nothing 
                         left of it! Eugene Field! Disgraceful.

               INT. MCALLISTER'S CLASSROOM - DAY

               Mr. McAllister, the Scottish Latin teacher, exits his room 
               and walks across the hall to Keating's classroom. He peeks 
               in the door window and sees boys ripping pages out of their 
               books. Alarmed, McAllister opens the door and enters Keating's 
               room.

               INT. KEATING'S CLASSROOM - SAME

               McAllister is about to reprimand the boys when suddenly he 
               sees Keating.

                                     MCALLISTER
                         What the... Sorry, I didn't think 
                         you were in here, Mr. Keating.

               Baffled and embarrassed, McAllister exits. Keating strides 
               back to the front of the room, flips the trash can on the 
               floor, and jumps into it. He stomps the trash a few times, 
               then kicks the can away.

                                     KEATING
                         This is battle, boys. War! You are 
                         souls at a critical juncture. Either 
                         you will succumb to the will of hoi 
                         polloi and the fruit will die on the 
                         vine--or you will triumph as 
                         individuals. It may be a coincidence 
                         that part of my duties are to teach 
                         you about Romanticism, but let me 
                         assure you that I take the task quite 
                         seriously. You will learn what this 
                         school wants you to learn in my class, 
                         but if I do my job properly, you 
                         will also learn a great deal more. 
                         You will learn to savor language and 
                         words because they are the stepping 
                         stones to everything you might 
                         endeavor to do in life and do well. 
                         A moment ago I used the term 'hoi 
                         polloi.' Who knows what it means? 
                         Come on, Overstreet, you twirp.
                              (laughter)
                         Anderson, are you a man or a boil?

               More laughter. All eyes are on Todd. He visibly tenses all 
               over. He cannot bring himself to speak. He shakes his head 
               jerkily "no." Meeks raises his hands and speaks:

                                     MEEKS
                         The hoi polloi. Doesn't it mean the 
                         herd?

                                     KEATING
                         Precisely, Meeks. Greek for the herd.  
                         However, be warned that, when you 
                         say "the hoi polloi" you are actually 
                         saying the the herd. Indicating that 
                         you too are "hoi polloi."

               Keating grins wryly.  Meeks smiles. More chuckles. Keating 
               paces to the back of the room.

                                     KEATING
                         Now, many will argue that nineteenth-- 
                         century literature has nothing to do 
                         with business school or medical 
                         school. They think we should I read 
                         our Field and Pipple, learn our rhyme 
                         and meter, and quietly go about it 
                         our business of achieving other 
                         ambitions.

               He slams his hand on the wall behind him. The wall booms 
               like a drum. The boys jump and turn around.

                                     KEATING
                              (defiant whisper)
                         Well, I say drivel! One reads poetry 
                         because he is a member of the human 
                         race and the human race is filled 
                         with passion! Medicine, Law, Banking-
                         these are necessary to sustain life-
                         but poetry, romance, love, beauty!  
                         These are what we stay alive for. I 
                         read from Whitman. "Oh me, Oh life 
                         of the questions of these recurring. 
                         Of the endless trains of the faithless 
                         of cities filled with the foolish... 
                         skipping... What good amid these O 
                         me, O life? Answer: That you are 
                         here--That life exists and identity 
                         That the powerful play goes on, and 
                         you may contribute a verse."

               Keating pauses. The class sits, taking this in.

                                     KEATING
                              (awestruck tone)
                         "That the powerful play goes on, and 
                         you may contribute a verse."  
                         Incredible.
                              (pause)
                         Poetry is rapture, lads. Without it 
                         we are doomed.

               Keating waits a long moment.

                                     KEATING
                         What will your verse be?

               CLOSE ON the faces of NEIL, KNOX, CHARLIE, MEEKS, CHAMERON, 
               PITTS, and TODD as they contemplate this question. Softly, 
               Keating breaks the mood:

                                     KEATING
                         Let's open our textbooks to page 
                         sixty and learn about Wordsworth 
                         notion of romanticism...

               INT. THE WELTON DINING ROOM - DAY

               On the dais in the front of the room is the teacher's dining 
               table. Below them are the students' tables. Mr. McAllister 
               sits to Keating's right.

                                     MCALLISTER
                         Quite an interesting class you had 
                         today, Mr. Keating.

                                     KEATING
                         Sorry if I shocked you.

                                     MCALLISTER
                         No need to apologize. It was quite 
                         fascinating, misguided though it 
                         was.

                                     KEATING
                         You heard it all?

                                     MCALLISTER
                         You're hardly a Trappist monk.

               McAllister smiles. So does Keating.

                                     MCALLISTER
                         You take a big risk encouraging them 
                         to be artists, John. When they realize 
                         they're not Rembrants or Shakespeares 
                         or Picassos, they'll hate you for 
                         it.

                                     KEATING
                         Not artists, George, free thinkers.  
                         And I hardly pegged you as a cynic.

                                     MCALLISTER
                         A cynic? A realist! Show me the heart 
                         unfettered by foolish dreams and 
                         I'll show you a happy man.

               He chews a bite.

                                     MCALLISTER
                         But I will enjoy listening to your 
                         lectures.

               Keating grins with amusement.

               ANOTHER ANGLE - THE DINNING ROOM - SAME

               Todd, Knox, Charlie, Cameron, Pitts, and Meeks sit at a table 
               eating. Neil enters and joins them.

                                     NEIL
                         I found his senior annual in the 
                         library.

               Neil opens the annual and reads.

                                     NEIL
                         Captain of the soccer team, editor 
                         of the annual, Cambridge bound, Man 
                         most likely to do anything, Thigh 
                         man, Dead Poets Society.

               Hands grab the old annual away from Neil.

                                     CHARLIE
                         Thigh man? Mr. "K" was a hell raiser.

                                     KNOX
                         What is the Dead Poets Society?

                                     MEEKS
                         Any group pictures in the annual?

                                     NEIL
                         Nothing. No mention of it.

                                     CHARLIE
                         Nolan.

               Mr. Nolan approaches the boys' table. Under the table, Cameron 
               insistently hands the annual to Todd. Todd looks at Cameron, 
               then takes it.

                                     NOLAN
                         Enjoying your classes, Mr. Perry?

                                     NEIL
                         Yes sir. Very much.

                                     NOLAN
                         And our Mr. Keating. Finding him 
                         interesting, boys?

                                     CHARLIE
                         Yes sir. We were just talking about 
                         that.

                                     NOLAN
                         Good. We're very excited about him.  
                         He was a Rhodes Scholar, you know.

               Nolan exits. Todd looks at the annual that he hides in his 
               lap under the table, then continues eating.

               EXT. THE CAMPUS - LATER

               Keating walks across the school lawn wearing his sport coat 
               and a scarf, carrying his books. Pitts, Neil, Cameron, Knox, 
               Charlie, Meeks and Todd approach him.

                                     NEIL
                         Mr. Keating? Sir? Oh Captain My 
                         Captain.
                              (Keating stops)
                         What was the Dead Poets Society?

                                     KEATING
                         Ah, so you boy's have been snooping.

                                     NEIL
                         I was just looking in an old annual 
                         and...

                                     KEATING
                         Nothing wrong with research.

               The boys wait for more.

                                     NEIL
                         But what was it?

               Keating checks around to be sure they are unwatched.

                                     KEATING
                         The Dead Poets was a secret 
                         organization. I don't know how the 
                         present administration would look 
                         upon it but I doubt the reaction 
                         would be favorable. Can you keep a 
                         secret?

               An instant sea of nods.

                                     KEATING
                         The Dead Poets Society was dedicating 
                         to sucking the marrow out of life.  
                         That phrase is by Thoreau and was 
                         invoked at every meeting. A small 
                         group of us would meet at a cave and 
                         there we would take turns reading 
                         Shelley, Thoreau, Whitman, our own 
                         verse--any number of poets--and, in 
                         the enchantment of the moment, let 
                         them work their magic on us.

                                     KNOX
                         You mean it was a bunch of guys 
                         sitting around reading poetry?

                                     KEATING
                              (amused)
                         Both sexes participated, Mr. 
                         Overstreet. And, believe me, we did 
                         not simply read, we let it drip from 
                         our tongues like honey. Women swooned, 
                         spirits soared... Gods were created, 
                         gentlemen.

               The boys think a minute.

                                     NEIL
                         What did the name mean. Did you only 
                         read dead poets.

                                     KEATING
                         All poetry was acceptable. The name 
                         simply referred to the fact, that to 
                         join the organization, you had to be 
                         dead.

                                     SEVERAL
                         What?

                                     KEATING
                         Full membership required a lifetime 
                         of apprenticeship. The living were 
                         simply pledges. Alas, even I am still 
                         a lowly initiate.

               The boys don't quite know what to say.

                                     KEATING
                         The last meeting must have been 25 
                         years ago. Hasn't been another since.

               Keating exits. The boys stand watching. Neil turns to them.

                                     NEIL
                         I say we go tonight. Everybody in?

                                     PITTS
                         Where is this cave he's talking about?

                                     NEIL
                         Beyond the stream. I think I know.

                                     PITTS
                         That's miles.

                                     CAMERON
                         Sounds boring to me.

                                     CHARLIE
                         Don't come.

                                     CAMERON
                         You know how many demerits we're 
                         talking?

                                     CHARLIE
                         So don't goddam come! Please.

                                     CAMERON
                         All I'm saying is we have to be 
                         careful. We can't get caught.

                                     CHARLIE
                              (sarcastic)
                         Well, no shit, Sherlock

                                     NEIL
                         Who's in?

                                     CHARLIE
                         I'm in.

               Neil looks at Knox, Pitts, and Weeks.

                                     PITTS
                         Well...

                                     CHARLIE
                         Oh come on, Pitts...

                                     MEEKS
                         His grades are hurting, Charlie.

                                     NEIL
                         Then you can help him.

                                     PITTS
                         What is this, a midnight study group?

                                     NEIL
                         Forget it, Pitts, you're coming.  
                         Meeks, your grades hurting too?

               Laughter.

                                     MEEKS
                         All right. I'll try anything once.

                                     CHARLIE
                         Except sex.

               More laughter. Meeks blushes.

                                     CAMERON
                         I'm in as long as we're careful.

                                     CHARLIE
                         Knox?

                                     KNOX
                         I don't know. I don't get it.

                                     CHARLIE
                         Come on. It'll help you get Chris.

                                     KNOX
                         It will? How do you figure?

                                     CHARLIE
                         Women swoon!

                                     KNOX
                         But why?

               The group walk off. Knox holds, then follows,

                                     KNOX
                         Why do they swoon?! Charlie, tell me 
                         why they swoon!

               Knox moves off after the others. Todd remains behind. No one 
               asked Todd and he moves off by himself.

               INT. THE STUDY HALL - LATE AFTERNOON

               Students study. Neil sits near Todd.

                                     NEIL
                              (hushed voice)
                         Listen, I'm inviting you. You can't 
                         expect everybody to think of you all 
                         the time. Nobody knows you.

                                     TODD
                         Thanks but it's not a question of 
                         that.

                                     NEIL
                         What is it then?

                                     TODD
                         I... I just don't want to come.

                                     NEIL
                         But why? Don't you understand what 
                         Keating is saying? Don't you want to 
                         do something about it?

                                     TODD
                         Yes. But...

                                     NEIL
                         But what? Goddamn it, tell me.

                                     TODD
                         I don't want to read.

                                     NEIL
                         What?

                                     TODD
                         Keating said everybody took turns 
                         reading. I don't want to do it.

                                     NEIL
                         God, you really have a problem, don't 
                         you? How can it hurt you to read? I 
                         mean isn't that what this is all 
                         about? Expressing yourself?

               INT. THE DORM - LATE NIGHT

               Old Dr. Hager, the resident dorm marshal, putters in his 
               room, door ajar, making tea. Neil, Charlie, Knox, Meeks, 
               Pitts, Cameron, and Todd sneak silently past his door and 
               out.

               EXT. THE WELTON CAMPUS - NIGHT

               The school hunting dog comes up and growls at the boys. Pitts 
               slips the dog a piece of food and it goes away.

               EXT. THE SCHOOL GROUNDS - NIGHT

               The stars are out and the wind is blowing. A SERIES of SHOTS 
               show the boys crossing the campus. They reach a stone wall 
               with an old iron gate that is chained shut. The boys squeeze 
               through the gate and disappear into the woods beyond.

               EXT. THE WELTON WOODS AND STREAM - NIGHT

               The boys make their way through the eerie forest searching 
               for the cave. They reach the bank of the stream and begin 
               looking for an appropriate spot amongst the tree roots and 
               erosion. Charlie suddenly looms out of the cave entrance.

                                     CHARLIE
                         Yaa, I'm a dead poet!

                                     MEEKS
                              (frightened)
                         Ahh!
                              (then recovering)
                         Eat it, Dalton!

                                     CHARLIE
                         This is it.

                                                         SHORT DISSOLVE TO:

               INT. THE CAVE - A BIT LATER

               A newly lit fire comes to life  The boys huddle around the 
               flames.

                                     NEIL
                         I hereby reconvene the Welton Chapter 
                         of the Dead Poets Society. These 
                         meetings will be conducted by myself 
                         and by the rest of the new initiates 
                         now present. Todd Anderson, because 
                         he prefers not to read, will keep 
                         minutes of the meetings.

               Todd is unhappy with this role but he tries not to show it.

                                     NEIL
                         I will now read the traditional 
                         opening message from society member 
                         Henry David Thoreau.

               Neil opens Keating's copy of Thoreau's Walden, and reads.

                                     NEIL
                         "I went to the woods because I wanted 
                         to live deliberately."
                              (skips thru the text)
                         "I wanted to live deep and suck out 
                         all the marrow of life!"

                                     CHARLIE
                         All right. I'll second that.

                                     NEIL
                         "To put the rout all that was not 
                         life."
                              (skips thru the text)
                         "And not, when I came to die, discover 
                         that I had not lived." Pledge 
                         Overstreet.

               Knox steps up. Neil hands him Walden. Knox flips thru the 
               book until he finds another underlined passage. He reads.

                                     KNOX
                         "The millions are awake enough for 
                         Physical labor; but only one in a 
                         million is awake enough for effective 
                         intellectual exertion, only one in a 
                         hundred millions to a poetic or divine 
                         life. To be awake is to be alive."

                                     CHARLIE
                         Hey, this is great.

               Knox hands the book to Cameron. Cameron reads.

                                     CAMERON
                         "If one advances confidently in the 
                         direction of his dreams and endeavors 
                         to live the life which he has 
                         imagined, he will meet with a success 
                         unexpected in common hours."

                                     KNOX
                         Yes! I want success with Chris!

               Cameron hands the book to Todd. Todd holds the book, frozen.  
               Before the others notice Todd's fear, Neil takes the book 
               from Todd and hands it to Meeks.

                                     MEEKS
                         "If you have built castles in the 
                         air, your work need not be lost.  
                         That is where they should be. Now 
                         put foundations under them."

                                     NEIL
                         God, I want to do everything! I'm 
                         going to explode.

               Neil looks imbued with the desire to break out of his mold.  
               He slams the palms of his hands together with an expression 
               of determination. Charlie opens a book he brought and flips 
               through it.

                                     CHARLIE
                         Listen to this: "Out of the night 
                         that covers me, Black as the Pit 
                         from pole to pole, I thank whatever 
                         gods may be for my unconquerable 
                         soul!"

               PULL BACK from this small band of boys standing huddled in 
               the night. Something is swirling their heads, something alive 
               and exciting like the wind and the swaying trees that surround 
               them. Charlie raises his hands in the air.

                                     CHARLIE
                         I here and now commit myself to 
                         daring!

                                                               DISSOLVE TO:

               INT. KEATING'S CLASSROOM - DAY

                                     KEATING
                         So avoid using the word 'very' because 
                         it's lazy. A man is not very tired, 
                         he is exhausted. Don't use very sad, 
                         use morose. Language was invented 
                         for one reason, boys--to woo women--
                         and, in that endeavor, laziness will 
                         not do. It also won't do in your 
                         essays.

               The class laughs appreciatively. Keating closes his book, 
               then walks over and raises a map that covers the blackboard 
               in the front of the room. On the board is a quote, which 
               Keating reads aloud:

                                     KEATING
                         "Creeds and schools in abeyance. I 
                         permit to speak at every hazard, 
                         Nature without check, with original 
                         energy." -- Walt Whitman. Ah, but 
                         the difficulty of ignoring those 
                         creeds and schools, conditioned as 
                         we are by our parents, our traditions, 
                         by the modern age. How do we, like 
                         Whitman, permit our own true natures 
                         to speak? How do we strip ourselves 
                         of prejudices, habits, influences?  
                         The answer, my dear lads, is that we 
                         must constantly endeavor to find a 
                         new point of view.

               He leaps onto his desk.

                                     KEATING
                         Why do I stand here? To feel taller 
                         than you? I stand on my desk to remind 
                         myself that we must constantly force 
                         ourselves to look at things 
                         differently. The world looks different 
                         from up here. If you don't believe 
                         it, stand up here and try it. All of 
                         you. Take turns.

               Keating jumps off. The boys, with the notable exception of 
               Todd, go to the front of the room and a few at a time take 
               turns standing on Keating's desk. As they do, Keating strolls 
               up and down the aisles.

                                     KEATING
                         Try never to think about anything 
                         the same way twice. If you're sure 
                         about something, force yourself to 
                         think about it another way, even if 
                         you know it's wrong or silly. When 
                         you read, don't consider only what 
                         the author thinks, but take the time 
                         to consider what you think. You must 
                         strive to find your own voice, boys, 
                         and the longer you wait to begin, 
                         the less likely you are to find it 
                         at all. Thoreau said, "Most men lead 
                         lives of quiet desperation." I ask, 
                         why be resigned to that? Risk walking 
                         new ground. Now. A flame in your 
                         hearts could change the world, lads.  
                         Nurture it.

               Keating goes to the door. He looks at the class, then flashes 
               the room lights on and off over and over. He makes a noise 
               like crashing thunder.

                                     KEATING
                         In addition to your essays, I want 
                         you each to write a poem--something 
                         your own to be delivered aloud in 
                         class. See you Monday.

               He exits. Momentarily, he pops his head back in.

                                     KEATING
                              (impish grin)
                         And don't think I don't know this 
                         assignment scares you to death, Mr.  
                         Anderson, you mole.

               Keating holds out his hands and pretends he is sending 
               lightning bolts at Todd. The class laughs. Todd forces a 
               hint of a smile.

               INT./EXT. WELTON CAMPUS, AFTERNOON - VARIOUS LOCATIONS

               Pitts and Meeks climb up the inside of the bell tower that 
               sits atop the Welton Chapel. They affix Pitts' crystal radio 
               antenna to the chapel cross. Momentarily, they tune in a 
               fuzzy rock 'n roll station.

                                     PITTS
                         Radio Free America.

               They try to tune in the music but it soon dissolves into 
               static. They jiggle the radio in frustration.

               Some of the Welton students run on the green, kicking soccer 
               balls.

               Down at the lake, the Welton crew team is practicing. Mr.  
               Nolan sits in a rowboat, smoking a pipe, watching.

               Knox rides down a wooded lane on his bike. He comes to 
               RIDGEWAY HIGH SCHOOL. Beyond a fence, uniformed boys practice 
               football. Not far from them, cheerleaders practice. Knox 
               stops. He sees:

               Among the cheerleaders is Chris. She laughs as she practices 
               the cheers with the other girls. Knox watches her with intense 
               longing in his eyes.

               Chet Danburry catches a pass in front of Chris, struts for 
               her amusement, then moves on. Chris laughs.

               Knox gets back on his bike and pedals away

               INT. TODD AND NEIL'S ROOM - AFTERNOON

               Todd sits at his bed, a pad of paper beside him. He starts 
               to write something, scratches it out, then covers his face 
               in frustration. The door opens. Neil enters, looking like 
               he's just seen God. He lets his books fall to his desk.

                                     NEIL
                         I've found it.

                                     TODD
                         Found what?

                                     NEIL
                         What I want to do! Right now. What 
                         is really inside of me.

               He hands Todd a piece of paper. Todd reads it.

                                     TODD
                         A Midsummer Night's Dream. What is 
                         it?

                                     NEIL
                         A play, dummy.

                                     TODD
                         I know that. What's it got to do 
                         with you?

                                     NEIL
                         They're putting it on at Henley Hall.  
                         See, open try-outs.

                                     TODD
                         So?

                                     NEIL
                         So I'm gonna act! Ever since I can 
                         remember I've wanted to try it. Last 
                         summer I even tried to go to summer 
                         stock auditions but of course my 
                         father wouldn't let me.

                                     TODD
                         And now he will?

                                     NEIL
                         Hell no, but that's not the point.  
                         The point is for the first time in 
                         my whole goddamned life, I know what 
                         I want, and for the first time I'm 
                         gonna do it whether my father wants 
                         me to or not! Carpe diem, goddamn 
                         it!

               Neil picks up the play and reads a coupe of lines aloud. 
               They delight him. He clenches his fists in the air with joy.

                                     TODD
                         Neil, how are you gonna be in a play 
                         if your father won't let you?

                                     NEIL
                         First I gotta get the part, then 
                         I'll worry about that.

                                     TODD
                         Won't he kill you if you don't let 
                         him know you're auditioning?

                                     NEIL
                         As far as I'm concerned, he won't 
                         have to know about any of it.

                                     TODD
                         Come on, that's impossible.

                                     NEIL
                         Horseshit. Nothing's impossible.

                                     TODD
                         Why don't you ask him first? Maybe 
                         he'll say yes.

                                     NEIL
                         That's a laugh. If I don't ask, at 
                         least I won't be disobeying him.

                                     TODD
                         But if he said no before then...

                                     NEIL
                         Jesus Christ, whose side are you on?  
                         I haven't even gotten the part yet.  
                         Can't I enjoy the idea even for a 
                         little while?

               Todd turns back to his work. Neil sits on the bed and starts 
               reading the play.

                                     NEIL
                         By the way, there's a meeting this 
                         afternoon. You coming?

                                     TODD
                              (blasť)
                         I guess.

               Neil puts down his play and looks at Todd.

                                     NEIL
                         None of what Mr. Keating has to say 
                         means shit to you, does it?

                                     TODD
                         What is that supposed to mean?

                                     NEIL
                         Being in the club means being stirred 
                         up by things. You look about as 
                         stirred up as a cesspool.

                                     TODD
                         You want me out... is that what you're 
                         saying?

                                     NEIL
                         No, I want you in. But being in means 
                         you gotta do something. Not just say 
                         you're in.

                                     TODD
                              (turns angrily)
                         Listen Neil, I appreciate your 
                         interest in me but I'm not like you. 
                         When you say things, people pay 
                         attention. People follow you. I'm 
                         not like that.

                                     NEIL
                         Why not? Don't you think you could 
                         be?

                                     TODD
                         No! I don't know, I'll probably never 
                         know. The point is, there's nothing 
                         you can do about it so butt out, all 
                         right? I can take care of myself 
                         just fine. All right?

                                     NEIL
                         Er, no.

                                     TODD
                         No? What do you mean 'no'?

                                     NEIL
                              (shrugs matter-of-
                              factly)
                         No.

               Neil opens his play. Todd waits for Neil to relent. He 
               doesn't.

               EXT. CAVE - AFTERNOON

               The boys enter the cave.

               INT. THE CAVE - AFTERNOON

               It is a clear, crisp fall afternoon. Charlie, Knox, Todd, 
               Necks, Neil, Cameron, and Pitts sit around. Neil recites 
               from Thoreau.

                                     NEIL
                         "I went to the woods because I wished 
                         to live deliberately. I wanted to 
                         live deep and suck out all the marrow 
                         of life."

                                     KNOX (MOANS)
                         God, I want to suck all the marrow 
                         out of Chris. I'm so in love, I feel 
                         like I'm going to die!

                                     NEIL
                         You know what the dead poets would 
                         say: Gather ye rosebuds while ye 
                         may...

                                     KNOX
                         But she's in love with the moron son 
                         of my father's best friend. What 
                         would the dead poets say about that?

               Knox walks away from the group. Despair is washing over him.

                                     CHARLIE
                         I feel like I've never been alive.  
                         For years I've been risking nothing.  
                         I have no idea what I am or what I 
                         want to do! Neil, you know you want 
                         to act. Knox wants Chris.

                                     KNOX
                         Needs Chris! Must have Chris!

                                     CHARLIE
                         Meeks, you're the brain here. What 
                         do the dead poets say about somebody 
                         like me?

                                     MEEKS
                         The romantics were passionate 
                         experimenters, Charles. They dabbled 
                         in many things before settling, if 
                         ever.

                                     CAMERON
                         There aren't too many places to be 
                         an experimenter at Welton, Meeks.

               Charlie paces a moment, then gets an idea. He addresses the 
               group.

                                     CHARLIE
                         I hereby declare this the Charles 
                         Dalton Cave for Passionate 
                         Experimentation. In the future, anyone 
                         wishing entry must have permission 
                         from me.

                                     PITTS
                         Wait a minute, Charlie. This should 
                         belong to the club.

                                     CHARLIE
                         It should, but I found it and now I 
                         claim it. Carpe cavern, guys. Seize 
                         the cave.

               Charlie grins. The boys look at each other and shake their 
               heads. Neil heads out.

                                     NEIL
                         I gotta get to the tryouts. Wish me 
                         luck.

                                     MEEKS
                         Good luck.

               Neil exits. Charlie finds a rock and begins carving his name 
               on a wall of the cave. Pitts shakes his head.

               EXT. SOCCER FIELD - AFTERNOON

               Gusts of wind blow across the field. About 50 boys stand in 
               their sweats, moving around, trying to keep warm. Among them 
               are Todd, Charlie, Pitts, and Knox who is in a state of 
               lovesick despair. Keating walks up, carrying same soccer 
               balls under one arm and a case under the other.

                                     PITTS
                         Say, look who's the soccer instructor.

                                     KEATING
                         Here here, there are quite a few of 
                         us so we have to be quiet if we're 
                         to get anything accomplished. Who 
                         has the roll?

                                     SENIOR STUDENT
                         I do, sir.

                                     SENIOR STUDENT
                         Keating takes the three-page roll 
                         and examines it.

                                     KEATING
                         Answer "present." please. Chapman?

                                     STUDENT (CHAPMAN)
                         Present.

                                     KEATING
                         Perry?
                              (no answer)
                         Neil Perry?

               Keating glances at Todd. Todd doesn't know what to say.

                                     KEATING
                         Hmmmm. Watson?
                              (no answer)
                         Richard Watson? Absent too, eh?

                                     SOMEONE
                         Watson's sick, sir.

                                     KEATING
                         Hmm. Sick indeed. I suppose I should 
                         give Watson demerits. But if I give 
                         Watson demerits, I will also have to 
                         give Perry demerits and I like Perry.

               He crumples the roll up and tosses it away.

                                     KEATING
                         Boys, you don't have to be here if 
                         you don't want to. Anyone who wants 
                         to play, follow me.

               Keating marches off. Astonished and delighted by this 
               capriciousness, most of the boys excitedly follow.

               NEW ANGLE - FAR SOCCER FIELD - LATER

               Most of the boys from earlier sit on the ground. Keating 
               stands before them.

                                     KEATING
                         Devotees may argue that one game or 
                         sport is inherently better than 
                         another. For me the most important 
                         thing in all sport is the way other 
                         human beings can push us to excel.  
                         Plato, a gifted man like myself, 
                         said, "Only the contest made me a 
                         poet, a sophist, an orator." Each 
                         person take a slip of paper and line 
                         up single file.

               He passes out slips of paper to the curious students.

               EXT. THE SOCCER FIELD - LATER

               The boys form a long line. Todd stands listlessly at the 
               rear. Ten feet in front of the boy at the head of the line, 
               a soccer ball rests on the ground.

                                     KEATING
                         You know what to do... Now go!

               McAllister walks past the soccer field. He watches in 
               fascination as the boy at the head of the line steps out and 
               reads loudly from his slip of paper.

                                     FIRST BOY
                         Oh to struggle against great odds, 
                         To meet enemies undaunted!

               He runs and kicks the ball at the goal, missing. Keating 
               puts down another ball, then puts a record on a portable 
               record player. Classical music starts. The second boy, Knox, 
               steps out.

                                     KEATING
                         Rhythm, boy! Rhythm is important.

                                     SECOND BOY (KNOX)
                         To be entirely alone with them, to 
                         find out how much one can stand!

               Knox too runs and kicks the ball. Just before he smashes it 
               with his foot, he yells: "CHET!" Keating puts down another 
               ball

                                     THIRD BOY (MEEKS)
                         To look strife, torture, prison, 
                         popular odium face to face!

               Meeks runs and kicks the ball with great intent. Next, Charlie 
               steps out and reads.

                                     CHARLIE
                         To indeed be a God!

               With determination, Charlie kicks the ball through the goal.  
               McAllister smiles and walks on.

               INT. NEIL AND TODD'S ROOM - NIGHT

               Todd sits at his desk, a half-composed poem before him. He 
               adds a line, then breaks the pencil in frustration. He paces, 
               sighs, then picks up another pencil and tries to again.

               INT. THE DORM HALLWAY - SAME

               Neil enters, looking stunned.

                                     NEIL
                         I got it. Hey, everybody, I got the 
                         part! I'm going to play Puck. Hey, 
                         I'm Puck!

                                     VOICE FROM A ROOM
                         Puck you! Pipe down.

                                     CHARLIE AND OTHERS
                         All right, Neil. Congratulations!

               INT. NEIL AND TODD'S ROOM - NIGHT

               Neil enters and closes the door. Incredibly excited, he pulls 
               out an old typewriter and begins to type. Todd watches.

                                     TODD
                         Neil, how are you gonna do this?

                                     NEIL
                         Sssh. That's what I'm taking care 
                         of. They need a letter of permission.

                                     TODD
                         From you?

                                     NEIL
                         From my father and Nolan.

                                     TODD
                         Neil, you're not gonna...

                                     NEIL
                         Quiet. I have to think.

               Neil mumbles lines from the play, giggles to himself, then 
               keeps typing. Todd shakes his head in disbelief.

               INT. KEATING'S CLASSROOM - DAY

               Knox stands before class reading the poem he wrote.

                                     KNOX
                         I see a sweetness in her smile Bright 
                         light shines from her eyes But life 
                         is complete: contentment mine Just 
                         knowing that she--

               Knox stops. He lowers his paper.

                                     KNOX
                         I'm sorry. It's stupid.

               Knox walks back to his seat.

                                     KEATING
                         It's fine, Knox. Good effort.
                              (to the class)
                         What Knox has done demonstrates an 
                         important point, not only in writing 
                         poetry, but in every endeavor. That 
                         is, deal with the important things 
                         in life love, beauty, truth, justice.

               Keating paces.

                                     KEATING
                         And don't limit poetry to the word.  
                         Poetry can be found in a work of 
                         art, music, a photograph, in the way 
                         a meal is prepared--anything with 
                         the stuff of revelation in it. It 
                         can exist in the most everyday things 
                         but it must never, never be ordinary. 
                         By all means, write about the sky or 
                         a girl's smile but when you do, let 
                         your poetry conjure up salvation 
                         day, doomsday, any day, I don't care, 
                         as long as it enlightens us, thrills 
                         us and--if it's inspired--makes us 
                         feel a bit immortal.

                                     MEEKS
                         Oh, Captain, My Captain. Is there 
                         poetry in math?

               Chuckles from the class.

                                     KEATING
                         Absolutely, Mr. Dalton, there is 
                         elegance in mathematics. If everyone 
                         wrote poetry, the planet would starve, 
                         for God's sake. But there must be 
                         poetry--and we must stop to notice 
                         it--in even the simplest acts of 
                         living, or we will have wasted the 
                         truly wonderful opportunity that 
                         life as human beings offers us.  
                         That said, who wants to recite next?  
                         Come on. I'll get to everyone 
                         eventually.

               Keating looks around. No one volunteers. Keating grins.

                                     KEATING
                         Look at Mr. Anderson. In such agony.  
                         Step up, lad, and let's put you out 
                         of your misery.

               All eyes are on Todd. He is dying inside. He stands and walks 
               slowly to the front of the class like a condemned man on his 
               way to his execution.

                                     KEATING
                         Todd, have you prepared your poem?

               Todd shakes his head no.

                                     KEATING
                         Mr. Anderson believes that everything 
                         he has inside of him is worthless 
                         and embarrassing. Correct, Todd? 
                         Isn't that your fear?

               Todd nods jerkedly yes.

                                     KEATING
                         Then today you will see that what is 
                         inside of you is worth a great deal.

               Keating strides to the blackboard. Rapidly, he writes:

               "I SOUND MY BARBARIC YAWP OVER THE ROOFTOPS OF THE WORLD.-- 
               Walt Whitman

                                     KEATING
                         A yawp, for those who don't know, is 
                         a loud cry or yell. Todd, I would 
                         like you to give us a demonstration 
                         of a barbaric yawp.

                                     TODD
                              (barely audible)
                         A yawp?

                                     KEATING
                         A barbaric yawp.

               Keating pauses, then suddenly moves fiercely at Todd.

                                     KEATING
                         Good god, boy! Yell!

                                     TODD
                              (frightened)
                         Yawp!

                                     KEATING
                         Again! Louder!

                                     TODD
                         YAWP!

                                     KEATING
                         LOUDER!

                                     TODD
                         AHHHHHH!

                                     KEATING
                         All right! Very good! There's a 
                         barbarian in there after all!

               Keating claps. The class claps too. Todd, red-faced, swells 
               a bit.

                                     KEATING
                         Todd, there's a picture of Whitman 
                         over the door. What does he remind 
                         you of? Quickly, Anderson, don't 
                         think about it.

                                     TODD
                         A madman.

                                     KEATING
                         A madman. Perhaps he was. What kind 
                         of madman? Don't think! Answer.

                                     TODD
                         A crazy madman.

                                     KEATING
                         Use your imagination! First thing 
                         that pops to your mind, even if it's 
                         gibberish!

                                     TODD
                         A... A sweaty-toothed madman.

                                     KEATING
                         Now there's the poet speaking! Close 
                         your eyes and think of the picture.  
                         Describe what you see. NOW!

                                     TODD
                         I... I close my eyes. His image floats 
                         beside me.

                                     KEATING
                              (prompting)
                         A sweaty-toothed madman.

                                     TODD
                         A sweaty-toothed madman with a stare 
                         that pounds my brain.

                                     KEATING
                         Excellent! Have him act. Give it 
                         rhythm!

                                     TODD
                         His hands reach out and choke me All 
                         the time he mumbles slowly. Truth... 
                         Truth is like a blanket that always 
                         leaves your feet cold.

               This brings chuckles from the class. This angers Todd.

                                     KEATING
                         To hell with them, most about the 
                         blanket!

               Todd opens his eyes and addresses the class in defiant 
               cadence.

                                     TODD
                         Stretch it, pull it, it will never 
                         cover any of us. Kick at it, beat at 
                         it, it will never be enough--

                                     KEATING
                         Don't stop!

                                     TODD
                              (struggling, but 
                              getting it out)
                         From the moment we enter crying to 
                         the moment we leave dying. It will 
                         cover just your head as you wail and 
                         cry and scream!

               Todd stands still for a long time. Both he and the students 
               have felt the magic or what has just taken place. Neil starts 
               applauding. Others join in. Todd swells and, for the first 
               time, there is a hint of confidence in him. The applause 
               stops. Keating walks to Todd.

                                     KEATING
                         Don't forget this.

               EXT. THE SOCCER FIELD - DAY

               A soccer ball careens off a kicking foot. Beethoven's Ninth 
               symphony, fourth movement, "Ode To Joy," blares forth. Keating 
               stands on the sidelines beside his portable record player, 
               watching the boys play soccer, waving his arms like an 
               orchestra conductor. In front of Keating the boys play soccer 
               to this spectacular music. They run, kick, pass, fall, block, 
               head, dribble, take--all to the overpowering chorus of one 
               of the most inspirational pieces of music ever written.

               EXT DEAD POETS CAVE - AFTERNOON

               Boys enter the cave.

               INT. DEAD POETS CAVE - AFTERNOON

               Neil hurries in carrying a small, broken statue. The other 
               pledges of the Dead Poets Society are assembled around Charlie 
               who sits silently cross-legged before them. His eyes are 
               closed and, in one hand, he holds an old saxophone.

                                     NEIL
                         Look at this.

                                     PITTS
                         What is it?

                                     NEIL
                         The god of the cave.

               The statue has a stake sticking cut of its head with a candle 
               stuck in it. Neil plants the statue in ground and lights the 
               candle. It illuminates a red and blue drummer boy, face pitted 
               from exposure, yet noble in its visage. Charlie, who hasn't 
               moved, clears his throat. All turn to him and settle in.

                                     CHARLIE
                         Gentlemen, "Poetrusic" by Charles 
                         Dalton.

               He blows scattered notes on the saxophone. Random, blaring, 
               they sound like bad John Cage. Suddenly Charlie stops.

                                     CHARLIE
                              (trance-like, run-on 
                              delivery)
                         Laughing, crying, tumbling, mumbling, 
                         gotta do more. Gotta be more.

               He plays more notes on the sax, then:

                                     CHARLIE
                              (more rapid than before)
                         Chaos screaming, chaos dreaming, 
                         crying, flying, gotta be more!!  
                         Gotta be more!!

               Charlie plays a simple but absolutely gorgeous melody. The 
               skeptical looks on the faces of the boys disappear. As Charlie 
               gets lost in the music, so do the others. The melody ends 
               with a long, beautiful, haunting note.

                                     NEIL
                         Charlie, That was great! Where did 
                         you learn to play like that?

                                     CHARLIE
                         My parents made me take clarinet but 
                         I hated it.
                              (putting on a mock 
                              British accent)
                         The sax is more sonorous.

               Knox stands. He backs away, full of torment and frustration.

                                     KNOX
                         God, I can't take it anymore! If I 
                         don't have Chris, I'll kill myself.

                                     CHARLIE
                         Knox, you gotta calm down.

                                     KNOX
                         No, I've been calm all my life! If I 
                         don't do something, it's gonna kill 
                         me.

                                     NEIL
                         Where are you going?

                                     KNOX
                         I'm calling her!

               INT. THE DORM PHONE ROOM - LATER

               All of the boys stand around. Knox picks up the phone, boldly 
               dials some numbers, then waits.

               INT. CHRIS' HOUSE - AFTERNOON

               Chris is in wet hair and a damp towel, but she looks stunning.  
               She enters and answers the phone.

                                     CHRIS
                         Hello?

               INT. THE DORM PHONE ROOM/STAIRWELL - AFTERNOON

               Knox hears Chris' voice. He starts to speak, then hangs up 
               the phone.

                                     KNOX
                         She's gonna hate me! The Danburrys 
                         will hate me. My parents will kill 
                         me!

               He looks at the faces of the others. No one says a word.

                                     KNOX
                         All right, goddamn it, you're right! 
                         'Carpe diem' even if it kills me.

               He picks up the phone and dials again.

               INT. CHRIS HOUSE - SAME

               Again the phone rings. Again Chris enters and answers.

                                     CHRIS
                         Hello?

               INT. THE DORM - SAME

                                     KNOX
                         Hello Chris, this is Knox Overstreet.

               INT. CHRIS' HOUSE - SAME

                                     CHRIS
                         Knox. Oh yes, Knox. I'm glad you 
                         called.

               INT. THE DORM - SAME

                                     KNOX
                         You are?
                              (excitedly to his 
                              friends)
                         She's glad I called!

               INT. CHRIS' HOUSE - SAME

               I wanted to call you but I didn't have the number. Chet's 
               parents are going out of town this weekend so Chet's having 
               a party. Would you like to come?

               INT. THE DORM - SAME

                                     KNOX
                         Well, sure!

               INT. CHRIS' HOUSE - SAME

                                     CHRIS
                         Chet's parents don't know about it, 
                         so please keep it quiet. But you can 
                         bring someone if you like.

               INT. DORM - SAME

                                     KNOX
                         I'll be there. The Danburrys. Friday 
                         night. Thank you, Chris.

               He hangs up the phone. He is thunderstruck. He lets out a 
               yelp.

                                     KNOX
                         Can you believe it? She was gonna 
                         call me! She invited me to a party 
                         with her!

                                     CHARLIE
                         At Chet Danburry's house.

                                     KNOX
                         Yeah.

                                     CHARLIE
                         Well?

                                     KNOX
                         So?

                                     CHARLIE
                         So you really think she means you're 
                         going with her?

                                     KNOX
                         Well hell no, Charlie, but that's 
                         not the point. That's not the point 
                         at all!

                                     CHARLIE
                         What is the point?

                                     KNOX
                         The point is she was thinking about 
                         me! I've only met her once and already 
                         she's thinking about me. Damn it, 
                         it's gonna happen! I feel it. She's 
                         going to be mine!

               He exits the phone room, his head in a cloud. The others 
               look at each other, not sure what to think.

               EXT. THE HENLEY HALL AUDITORIUM - DAY

               The buildings at this school are white brick. Neil parks his 
               bicycle and enters the auditorium.

               INT. THE AUDITORIUM STAGE - LATER

               High school actors are on stage rehearsing Shakespeare's "A 
               Midsummer Night's Dream." Neil stands center stage, playing 
               Puck. He holds a stick with a bell accoutered jester's head 
               on one end of it.

                                     NEIL (AS PUCK)
                         Yet but three? Come one more. Two of 
                         both kinds makes up four. Here she 
                         comes, curst and sad. Cupid is a 
                         knavish lad Thus to make poor females 
                         mad.

               Enter Ginny Danburry playing Hermia, crawling on stage, 
               looking exhausted. As she starts her lines, the DIRECTOR of 
               the play, a woman in her 40s, interrupts.

                                     DIRECTOR
                         Good, Neil. I really get the feeling 
                         your Puck knows he's in charge.  
                         Remember that he takes great delight 
                         in what he's doing.

                                     NEIL
                              (broadly, boldly impish)
                         Cupid is a knavish lad Thus to make 
                         poor females mad!"

                                     DIRECTOR
                         Excellent. Continue, Ginny.

               As Ginny re-enters and starts her lines--

                                     GINNY (AS HERMIA)
                         Never so weary, never so in woe, 
                         Bedabbled with the dew, and torn 
                         with briars I can no further crawl, 
                         no further go."

               EXT. THE WELTON DORMS - NIGHT

               Neil rides up on his bike and parks it. As he starts into 
               the dorm, he spots a figure sitting motionless on a wall.

                                     NEIL
                         Todd?

               Neil walks over to get a better look. It is Todd, sitting in 
               the dark without a coat.

                                     NEIL
                         What's going on?

               Todd doesn't answer.

                                     NEIL
                         Todd, what's the matter?

                                     TODD
                         It's my birthday.

                                     NEIL
                         It is? Happy Birthday. You get 
                         anything?

               Todd is motionless. Then he points to a box. Neil looks. In 
               the box seems to be the monogrammed desk set that we've seen 
               on Todd's desk.

                                     NEIL
                         This is your desk set.
                              (pause)
                         I don't get it.

                                     TODD
                         They gave me the exact same thing as 
                         last year!

                                     NEIL
                         Oh...

                                     TODD
                         Oh.
                              (mocking)

               Long pause.

                                     NEIL
                         Well, maybe they thought you'd need 
                         another one. Maybe they thought...

                                     TODD
                         Maybe they don't think at all unless 
                         it's about my brother! His birthday's 
                         always a big to-do.
                              (pause: looks at the 
                              desk set)
                         The stupid thing is, I didn't even 
                         like the first one.

               He puts the desk set down.

                                     NEIL
                         Look, Todd, you're obviously under- 
                         estimating the value of this desk 
                         set.

                                     TODD
                         What?

                                     NEIL
                         I mean, this is one special gift!  
                         Who would want a football or a 
                         baseball bat or a car when they could 
                         get a desk set as wonderful as this 
                         one!

                                     TODD
                         Yeah! And just look at this ruler!

               They laugh. A silence falls.

                                     TODD
                              (thoughtful)
                         You know what Dad called me when I 
                         was growing up? "Five ninety-eight."  
                         That's what all the chemicals in the 
                         human body would be worth if you 
                         bottled them raw and sold them. He 
                         told me that was all I'd ever be 
                         worth unless I worked every day to 
                         improve myself. "Five ninety-eight."

               Neil shakes his head.

                                     TODD
                         When I was little, I thought all 
                         parents automatically loved their 
                         kids. That's what my teachers told 
                         me. That's what I read in the books 
                         they gave me. That's what I believed. 
                         Well, my parents might have loved my 
                         brother but they did not love me.

               He takes a deep, anguished breath. Neil is groping for 
               something to say. Todd walks into the dorm.

               EXT. A WELTON BRICK COURTYARD - DAY

               The class pours into the courtyard expectantly. Another 
               Keating stunt? Keating addresses them.

                                     KEATING
                         People, I am delighted with your 
                         progress as reflected in your essays 
                         and poems. However, I know the school 
                         policy is to encourage study groups 
                         and I believe that a dangerous though 
                         inevitable element of conformity has 
                         been seeping into your work. Misters 
                         Pitts, Cameron, Overstreet, and 
                         Chapman line up please over here.

               Keating indicates for the four boys to stand near him.

                                     KEATING
                         On the count of four, begin walking 
                         together around the courtyard. Nothing 
                         to think about. No grade here. One, 
                         two, three, go.

               The boys begin walking. They go down one side of the 
               courtyard, across the back, up the other side, then across 
               the front.

                                     KEATING
                         That's the way. Please continue.

               As the boys walk around the courtyard again, they begin to 
               walk together in step. Soon it becomes like a march, producing 
               a one-two-three-four cadence. Keating begins to clap.

                                     KEATING
                         There it is. Hear it?
                              (clapping louder in 
                              time)
                         One two, one two, one two, one two.

               ANGLE THROUGH A WINDOW

               McAllister sits in his empty classroom, reading a book. He 
               sees the commotion in the courtyard and watches.

               ANGLE FROM ABOVE

               The marching boys get into it. The class joins in clapping.  
               Soon the tour boys are marching vigorously to the rhythmic 
               clapping of the entire class.

               NEW ANGLE

               Inside his second-story office, Nolan is looking out his 
               window at the marching boys below.

               ANGLE ON KEATING

                                     KEATING
                         All right, stop. You way have noticed 
                         how at the beginning Mister  
                         Overstreet and Pitts: seemed to have 
                         a different stride than the others, 
                         but soon they were all walking in 
                         the same cadence. Our encouragement 
                         made it even more marked. Now this 
                         experiment was not to single out 
                         Pitts or Overstreet. What it 
                         demonstrates is how difficult it is 
                         for any of us to listen to our own 
                         voice or maintain our own beliefs in 
                         the presence of others. If any of 
                         you believe you would have marched 
                         differently, then ask yourself why 
                         you participated in the clapping.  
                         Lads, there is a great need in all 
                         of us to be accepted. However, that 
                         need can be like a nasty current, 
                         whisking us away unless we're strong 
                         and determined swimmers. Don't insist 
                         on the separate path simply to be 
                         different or contrary, but trust 
                         what is unique about yourselves even 
                         if it's odd or unpopular. As Mr. 
                         Robert Frost said, "Two roads diverged 
                         in a wood, and I... I took the one 
                         less traveled by, And that has made 
                         all the difference."

               A bell rings, signifying the end of class. Keating walks 
               off.

               ANGLE ON NOLAN IN HIS OFFICE

               Nolan moves away from the window.

               ANGLE ON MCALLISTER IN HIS CLASSROOM

               Amused at Keating's antics, he turns back to his book.

               INT. ENTRANCE TO THE DEAD POETS CAVE - NIGHT

               Todd. Neil, Cameron, Pitts, and Meeks sit around. A fog has 
               moved in and the trees sway in the breeze.

                                     MEEKS
                         Where's Knox?

                                     PITTS
                         Getting ready for that party.

                                     CAMERON
                         What about Charlie? He's the one who 
                         insisted on this meeting.

                                     NEIL
                         "I went to the woods because I wanted 
                         to live deliberately. To live deep 
                         and suck out all the marrow of life--
                         "

               In the woods there is a noise the sound of girls' laughter.

                                     GIRL'S VOICE
                         I can't see a thing.

                                     CHARLIE'S VOICE
                         It's just over here.

               Charlie and TWO GIRLS arrive at the cave. One is pretty, the 
               other is plain. The girls are about 20, blonde, beers in 
               their hands. They aren't the type to be seriously interested 
               in Charlie or the other boys. They're just here for a good 
               time.

                                     CHARLIE
                         Hey guys, meet Gloria and...

                                     PLAIN GIRL (TINA)
                         Tina.

                                     CHARLIE
                         Tina and Gloria, this is the pledge 
                         class of the Dead Poets society.

                                     GLORIA
                         It's such a strange name! Won't you 
                         tell us what it means?

                                     CHARLIE
                         I told you, that's a secret.

                                     GLORIA
                         Isn't he precious?

               Gloria gives Charlie an affectionate hug. The other members 
               or the club are flabbergasted. These girls are wild, exotic 
               creatures, the kind whose unashamed love of men causes young 
               boys' hearts to come to rest in young boys'

               The girls giggle.

                                     TINA
                         I can't call you Charlie anymore?
                              (Puts her arm around 
                              Charlie)
                         What does Numama mean, honey?

                                     CHARLIE
                         It's Nuwanda, and I made it up.

                                     GLORIA
                         I'm cold.

               Charlie puts his arm around Gloria.

                                     MEEKS
                         Let's build a fire.

               Charlie shoots Meeks a look.  As the boys move off to gather 
               wood, Charlie scrapes some mud off the wall of the cave and 
               wipes it on his face like an Indian brave. He shoots Gloria 
               his sexiest stare, then goes off with the other boys. The 
               girls whisper and giggle together.

               EXT. THE DANBURRY HOUSE - NIGHT

               Knox parks his bicycle along the side of the house. He takes 
               off his overcoat, and stuffs it in the bike saddle bag. He 
               straightens his tie, then goes to the front door. He knocks.  
               He can hear music inside. He knocks again. Finally, since no 
               one comes to the door, Knox opens it.

               INT. THE DANBURRY HOUSE - SAME

               Knox enters. "Open the Door to Your Heart" by Darrell Banks 
               is playing on the Hi-Fi. On the entrance hall couch is a 
               couple, making out like crazy. Up and down the stairs are 
               other couples doing the same. Knox stands there, not knowing 
               what to do. Momentarily, Chris walks through, her hair an 
               uncombed mass.

                                     KNOX
                         Chris!

               Chris turns and sees Knox.

                                     CHRIS
                         Oh, hi. I'm glad you made it. Did 
                         you bring anybody?

                                     KNOX
                         No.

                                     CHRIS
                         Ginny Danburry's here. Look for her.

                                     KNOX
                         But, Chris...

                                     CHRIS
                         I gotta find Chet. Make yourself at 
                         home.

               She exits. Knox watches her. He slumps in dejection.

               EXT. THE WOODS AROUND THE CAVE

               Charlie is gathering wood. Neil, Pitts, Todd and the other 
               boys surround him.

                                     NEIL
                         Charlie...

                                     CHARLIE
                         It's Nuwanda.

                                     NEIL
                         Nuwanda, what is going on?

                                     CHARLIE
                         Nothing, unless you object to having 
                         girls here.

                                     PITTS
                         Well, of course not. It's just that...  
                         You could have warned us.

                                     CHARLIE
                         I thought I'd be spontaneous. I mean, 
                         that's the point of this whole thing, 
                         isn't it?

                                     NEIL
                         Where'd you find them?

                                     CHARLIE
                         They were walking along the fence 
                         past the soccer field. Said they 
                         were curious about the school so I 
                         invited them to the meeting.

                                     CAMERON
                         Do they go to Henley Hall?

                                     CHARLIE
                         I don't think they're in school.

                                     CAMERON
                         They're townies?!

                                     CHARLIE
                         Cameron, what is the matter with 
                         you. You act like they're your mother 
                         or something. You afraid of them?

                                     CAMERON
                         Hell no, I'm not afraid of them just, 
                         if we get caught with them, we're 
                         dead.

                                     GLORIA (O.S.}
                         Say, what's going on out there?

                                     CHARLIE
                         Just gathering wood.
                              (low, to Cameron)
                         You just keep your mouth shut, 
                         jerkoff, and there's nothing to worry 
                         about.

                                     CAMERON
                         Watch who you call a jerkoff.

                                     NEIL
                         Oh calm down, Cameron.

               Charlie gives Cameron an expression of mock fear, then heads 
               off. The others follow. Cameron watches Charlie and Neil for 
               a moment, then walks after them.

               INT. THE DANBURRY PANTRY - NIGHT

               Knox, looking suicidal, wanders through the crowded party 
               and ends up in the pantry. Kids stand talking. A couple in 
               the corner is involved in a long kiss. His hand keeps 
               wandering to her knee and her hand keeps pushing his away, 
               yet the kiss never breaks. This happens over and over through 
               the entire next scene.

               Ginny Danburry is in the corner and she and Knox exchange 
               smiles. At the sink a guy stands making bourbon and Cokes.  
               The guy eyes Knox.

                                     GUY
                         You Mutt Sanders' brother?

               Knox shakes his head no.

                                     GUY
                         Bubba...

               BUBBA is a big, drunk jock leaning on the refrigerator.

                                     GUY
                         This guy look like Mutt Sanders?

                                     BUBBA
                         You his brother?

                                     KNOX
                         No relation. Never heard of him.  
                         Sorry.

                                     BUBBA
                         Say Steve, where's your manners?  
                         Here's Mutt's brother and you don't 
                         offer him a drink? Want some bourbon?

                                     KNOX
                         Actually I don't

               Steve puts a glass in Knox's hand and fills it with bourbon, 
               adding only a hint of Coke. Bubba clinks the glass with him.

                                     BUBBA
                         To Mutt.

                                     STEVE
                         To Mutt.

                                     KNOX
                         To Mutt.

               Bubba and Steve drain their glasses. Knox follows their lead, 
               then bursts into a coughing fit. Steve pours everyone more 
               bourbon.

                                     BUBBA
                         So what the hell's Mutt been up to?

                                     KNOX
                              (coughing fitfully)
                         Actually I don't really know Mutt.

                                     BUBBA
                              (toasting)
                         To fucking Mutt.

                                     STEVE
                         To fucking Mutt.

                                     KNOX
                         Fucking Mutt

               They drain their glasses again. Knox continues coughing.

                                     BUBBA
                         Well, I'd better find Patsy.
                              (slaps Knox on the 
                              back)
                         Say hello to Mutt for me.

                                     KNOX
                         Will do.

               Knox and Ginny exchange knowing smiles. Bubba leaves Knox, 
               who is still coughing. Ginny wanders out. Steve pours him 
               and Knox more bourbon.

               INT. THE CAVE - NIGHT

               The boys have lit a fire and the girls are warming their 
               hands. The candle on the head of the "cave god" FLUTTERS.  
               Tina notices the pitted statue.

                                     TINA
                         I heard you guys were weird but not 
                         this weird.

               She takes out a pint of whiskey and offers some to Neil. He 
               takes it and sips. He obviously hasn't had much whiskey in 
               his life but he tries to act like he has. He hands it back.

                                     TINA
                         Go ahead, pass it around.

               Neil does. It goes from boy to boy. Each boy tries to act 
               like he likes the terrible bitterness he tastes. Unlike most 
               of the others, Todd manages to keep from coughing as he 
               swallows the whiskey. Everyone is impressed.

                                     GLORIA
                              (to Todd)
                         Yeah!
                              (to the others)
                         Don't you guys miss having girls 
                         here?

                                     CHARLIE
                         Miss it? It drives us crazy. That's 
                         part of what this club is about. In 
                         fact, I'd like to announce that I've 
                         published an article in the school 
                         paper, in the name of the Dead Poets 
                         society, demanding girls be admitted 
                         to Welton, so we can all stop beating 
                         off.

                                     NEIL
                         You what?! How did you do that?

                                     CHARLIE
                         I'm one of the proofers. I slipped 
                         the article in.

                                     PITTS
                         Oh God, it's over now!

                                     CHARLIE
                         Why? Nobody knows who we are.

                                     PITTS
                         Don't you think they'll figure out 
                         who did it?! Don't you know they'll 
                         come to you and demand to know what 
                         the Dead Poets Society is? Charlie, 
                         you had no right to do something 
                         like that!

                                     CHARLIE
                         It's Nuwanda, Cameron.

                                     GLORIA
                              (putting her arm around 
                              Charlie)
                         That's right, it's Nuwanda.

                                     CHARLIE
                         And are we just playing around out 
                         here or do we mean what we say? If 
                         all we do is come and read a bunch 
                         of poems to each other, what the 
                         hell are we doing?

                                     NEIL
                         You still shouldn't have done it, 
                         Charlie. You don't speak for the 
                         club.

                                     CHARLIE
                         Hey, would you not worry about your 
                         precious little necks? If they catch 
                         me, I'll tell them I made it up. All 
                         your asses are safe. Look, Gloria 
                         and Tina didn't come here to listen 
                         to us argue. Are we gonna have a 
                         meeting or what?

                                     GLORIA
                         Yeah, how do we know if we want to 
                         join if you don't have a meeting?

                                     NEIL
                              (casts a surprised 
                              lock at Charlie)
                         Join?

               Charlie ignores this. He turns to Tina.

                                     CHARLIE
                         "Shall I compare thee to a summer's 
                         day? Thou art more lovely and more 
                         temperate..."

               In his recital, Charlie has aimed these words directly at 
               Tina. She melts into warm goo.

                                     TINA
                         Oh, that's so sweet!

               Tina hugs Charlie. The other boys look at each other, trying 
               unsuccessfully to hide their incredible jealousy.

                                     CHARLIE
                         I wrote that for you.

                                     TINA
                         You did?

                                     CHARLIE
                         I'll write one for you too, Gloria.
                              (closes his eyes then)
                         "She walks in beauty like the 
                         night..."

               Charlie's eyes open. He has forgotten the words to this poem.  
               Covering, he walks across the cave.

                                     CHARLIE
                         "She walks in beauty like the 
                         night..."

               Charlie turns his back, opens a book, and reads quickly to 
               himself. He closes it, puts the book down, and turns back to 
               Gloria.

                                     CHARLIE
                         "Of cloudless climes and starry skies; 
                         All that's best of dark and bright 
                         Meet in her aspect and her eyes."

               Gloria squeals with delight.

                                     GLORIA
                         Isn't he wonderful?!

               The other boys are absolutely appalled, but desperately 
               jealous that Charlie is getting away with this. Gloria hugs 
               Charlie.

               INT. THE DANBURRY LIVING ROOM - NIGHT

               Music by the Drifters is playing loudly. Every light in the 
               room is out. The only illumination is moonlight through the 
               windows. Only after our eyes get adjusted to the dark can we 
               see that the room is filled with couples making out.

               Knox, carrying another drink and looking tipsy, enters. He 
               walks a bit, then trips over a couple on the floor.

                                     ANGRY GUY'S VOICE
                         Hey!

                                     KNOX
                         Sorry.

               Knox falls onto the sofa. To his left sit a couple making 
               out heavily. Their breathing is like that of some giant beast. 
               To Knox' right is another couple, making out too. Knox tries 
               to get up but the couple he tripped aver has now rolled 
               against his shins, pinning him. Knox tries to get comfortable 
               in his little spot on the sofa.

               The music stops. The room sounds like an artificial 
               respiration ward. The couple to Knox' right look and sound 
               as if they are going to chew each other's lips off. Knox 
               glances at the couple to his left. He hears:

                                     BOY'S VOICE
                         Oh Chris, you're so beautiful.

               The couple are Chris and Chet. Chris is sitting right next 
               to Knox. Music starts again. It's "This Magic Moment" by the 
               Drifters. Chris and Chet continue petting heavily. Knox tries 
               to look away but can't keep his eyes off Chris.

                                     CHET
                         Chris, you are so gorgeous.

               Chet kisses Chris hard and she leans against Knox. In the 
               moonlight-filled room, Knox sees the outline of Chris' face, 
               the nape of her neck, the curves of her breasts. He downs 
               the rest of his drink and tries to look away.

                                     KNOX
                         Oh my God help me.

               Chris obliviously continues to lean against Knox. Knox is 
               struggling with temptation--trying not to even look--but 
               he's losing. Suddenly, he turns and looks at Chris again.  
               Every rational thing inside of him says "no" but his emotions 
               are saying yes.

                                     KNOX
                              (to himself)
                         carpe breastum. Seize the breast.

                                     CHRIS
                              (to Chet)
                         Huh?

                                     CHET
                         I didn't say anything.

               Chet and Chris continue to kiss. As though his hand were 
               being drawn by a magnet too powerful to resist, Knox' hand 
               reaches out and begins to ever so lightly stroke the nape of 
               Chris' neck down toward her breast. Chris obviously thinks 
               that the hand is Chet's and she lets it continue. Knox moves 
               his hand up and down her, sensuously. He closes his eyes, 
               breathing heavily.

                                     CHRIS
                              (in the dark)
                         Oh Chet, that feels fabulous.

                                     CHET
                              (in the dark)
                         It does?
                              (pause)
                         What?

                                     CHRIS
                              (in the dark)
                         You know.

               Knox pulls his hand away. Chet thinks a moment, then kisses 
               Chris again.

                                     CHRIS
                              (in the dark)
                         Don't stop.

                                     CHET
                              (in the dark)
                         Stop what?

                                     CHRIS
                              (in the dark)
                         Chet...

               Knox puts his hand back on Chris' neck. Again he starts 
               rubbing her, ever so gently, moving down toward her breast.

                                     CHRIS
                              (in the dark)
                         Oh... oh...

               We can see Chet's silhouette pausing over Chris, trying to 
               figure out what she is talking about. Giving up, he goes 
               back to kissing her. Chris continues to show her pleasure.

               Knox leans his head back on the sofa and his breathing becomes 
               heavy. The music builds. Unable to resist, he rubs Chris' 
               chest, getting dangerously close to her breast. Chris is 
               breathing hard. Knox is slipping into ecstasy. His drink 
               falls out of his hand.

               Suddenly Chet's hand grabs Knox's hand and a lamp light flicks 
               on. Knox is face to face with a furious Chet and a confused 
               Chris.

                                     CHET
                         What are you doing?!

                                     CHRIS
                         Knox?!

                                     KNOX
                              (feigning surprise)
                         Chet! Chris! What are you doing here?

                                     CHET
                         Why you...

               Chet smashes Knox in the face with his fist. Chet grabs Knox 
               by the shirt, throws him to the floor, and jumps on him. He 
               begins swinging at Knox's face which Knox is doing his best 
               to protect.

                                     CHET
                         You fucked up little prick!

                                     CHRIS
                              (beginning to feel 
                              sorry for Knox)
                         Chet, you don't have to hurt him.

               Chet's fists hit Knox over and over.

                                     CHRIS
                         Chet, stop! He didn't mean anything.

               She pushes Chet off. Knox rolls over, holding his face.

                                     CHRIS
                         That's enough!

               Chet stands over Knox, who is holding his bloody nose and 
               bruised face.

                                     KNOX
                         I'm sorry, Chris. I'm sorry!

                                     CHET
                         You want some more, you little son 
                         of a bitch? Huh?! Get the hell out 
                         of here!!

               He moves at Knox again, but Chris and some others hold him 
               back. Others lead Knox out of the room.

                                     KNOX
                              (drunk)
                         Chris, I'm sorry!

                                     CHET
                         Next time I see you, you're dead!

               INT. THE CAVE - NIGHT

               The fire casts warm light on the wall of the cave. Gloria 
               sits with her arm around Charlie, staring adoringly. The 
               bottle passes between Tina and the others.

                                     CHARLIE
                         Hey guys, why don't you show Tina 
                         the Dead Poets garden?

                                     MEEKS
                         Garden?

                                     PITTS
                         What garden?

               Charlie silently motions with his eyes for Pitts and the 
               others to vamoose. Neil elbows Pitts and makes a motion 
               outside with his head. Suddenly Pitts gets it.

                                     PITTS
                         Oh. Right. That garden. Come on, 
                         guys.

               The boys head out with Tina.

                                     TINA
                         This is so strange! You guys even 
                         have a garden?

               Meeks stands in the cave, still not getting it.

                                     MEEKS
                         What are you guys talking about?

               All of the others are gone. Meeks looks at Charlie, who stares 
               daggers at him.

                                     MEEKS
                         Charles, uh, Nuwanda, we don't have 
                         a garden.

               Neil comes back in and pulls Meeks out. Charlie waits for 
               them to go.

                                     CHARLIE
                              (to Gloria)
                         God, for a smart guy, he's so stupid.

               Gloria stares into Charlie's eyes. Charlie smiles.

                                     GLORIA
                         I think he's sweet.

                                     CHARLIE
                         I think you're sweet.

               Charlie looks at her. He closes his eyes and leans slowly in 
               to kiss her. Just as he is about to, she stands.

                                     GLORIA
                         You know what really excites me about 
                         you?

                                     CHARLIE
                              (blinking)
                         What?

                                     GLORIA
                         Every guy that I meet wants me for 
                         one thing my body. You're not like 
                         that.

                                     CHARLIE
                         I'm not?

                                     GLORIA
                         No! Anybody else would have jumped 
                         my bones by now but you're after my 
                         soul. Make me up some more poetry.

                                     CHARLIE
                         But...

                                     GLORIA
                         Please! It's so wonderful to be 
                         appreciated for my mind!

               She gets up and starts pacing. Charlie puts his hand over 
               his face. Gloria turns and looks at him.

                                     GLORIA
                         Nuwanda? Please?

                                     CHARLIE
                         All right! I'm thinking!
                              (pause)
                         "Let me not to the marriage of true 
                         minds Admit impediments; love is not 
                         love Which alters when it alteration 
                         finds Or bends with the remover to 
                         remove."

               Gloria emits sensual moans.

                                     GLORIA
                         Don't stop.

                                     CHARLIE
                              (more and more rapidly 
                              and punctuated by 
                              Gloria's moans)
                         "O, no, it is an ever-fixed mark 
                         That looks on tempests and is never 
                         shaken; It is the star to every 
                         wandering bark whose worth's unknown, 
                         although his height be taken."

                                     GLORIA
                         This is better than sex any day.  
                         This is romance!

               As a frustrated Charlie continues reciting

                                                               DISSOLVE TO:

               INT. WELTON ACADEMY CHAPEL - DAY

               There is a buzz in the student body as they move to their 
               seats, passing school newspapers amongst themselves. Knox's 
               face is marked with bruises. Neil, Todd, Pitts, Necks, Cameron 
               and especially Charlie's faces are marked with exhaustion.

               Pitts hands Charlie a briefcase.

                                     PITTS
                              (low)
                         All set.

               Charlie nods. Mr. Nolan enters. All put away the newspapers 
               and stand. Nolan strides to the podium and motions for 
               everyone to sit. All obey.

                                     NOLAN
                         In this week's issue of Walter Honor, 
                         there appeared an unauthorized and 
                         profane article about the need for 
                         girls at Welton. Rather than spend 
                         my valuable time ferreting out the 
                         guilty parties--and let me assure 
                         you I will find them--I am asking 
                         any and all students who know anything 
                         about this article to make themselves 
                         known here and now. Whoever the guilty 
                         persons are, this is your only chance 
                         to avoid expulsion from this school.

               Suddenly, somewhere in the room there is the sound of a 
               TELEPHONE RINGING. Charlie briskly lifts the briefcase into 
               his lap and opens it. Inside the briefcase is a ringing 
               telephone. Everyone in assembly is astounded. No one has 
               ever done something this outrageous here. Charlie, undaunted, 
               seemingly serious, answers the phone.

                                     CHARLIE (INTO PHONE)
                              (for all to hear)
                         Welton Academy, hello? Yes, he is, 
                         just a moment. Mr. Nolan, it's for 
                         you.

                                     NOLAN
                         What?!

               Charlie places the receiver back to his ear.

                                     CHARLIE
                         It is? You do? I'll tell him. Mr.  
                         Nolan, it's God. He says we should 
                         have girls at Welton.

               There is a blast of laughter from the students. On stage 
               with the teachers, Keating is surprised and amused, but 
               worried. He and McAllister exchange concerned looks. Blood 
               red, furious, Nolan strides down the aisle to Charlie. He 
               sweeps the phone off of Charlie's lap.

                                     NOLAN
                         I will not be mocked, Mr. Dalton!

               He takes Charlie by the arm and jerks him out of the assembly.  
               Keating watches with concern.

               INT. NOLAN'S OFFICE - DAY

               Charlie stands in the middle of the room. Nolan paces 
               furiously.

                                     NOLAN
                         Who else was involved in this?

                                     CHARLIE
                         No one, sir. It was just me. I did 
                         the proofing so I inserted my article 
                         in place of Rob Crane's.

                                     NOLAN
                         Mr. Dalton, if you think you're the 
                         first to try to get thrown out of 
                         this school, think again. Others 
                         have had similar actions and they 
                         have failed just as surely as you 
                         will fail. Bend over and grab your 
                         shins.

               Charlie obeys and Nolan produces a paddle. The paddle has 
               holes drilled in it to speed its progress. Nolan takes off 
               his jacket and moves behind Charlie.

                                     NOLAN
                         Count aloud, Mr. Dalton.

               He slams the paddle into Charlie's buttocks.

                                     CHARLIE
                         One.

               Nolan swings the paddle again. This time he gets more power 
               into it. Charlie winces.

                                     CHARLIE
                         Two.

               Nolan delivers and Charlie counts. By the fourth lick, the 
               pain is so intense that Charlie is barely audible. By the 
               seventh lick, tears are flowing down Charlie's cheeks. The 
               ninth and tenth licks have Charlie choking on his words, 
               speechless. Nolan stops after ten licks.

                                     NOLAN
                         Do you still insist that this was 
                         your idea and your idea alone?

                                     CHARLIE
                              (choking back pain)
                         Yes... sir.

                                     NOLAN
                         What is this "Dead Poets Society"?  
                         I want names.

                                     CHARLIE
                              (still in agony)
                         It's only me, Mr. Nolan. I swear. I 
                         made it up.

                                     NOLAN
                         If I find that there are others, Mr.  
                         Dalton, they will be expelled and 
                         you will remain enrolled. Stand up.

               Charlie obeys. His face is blood red. He fights back tears 
               of pain and humiliation.

                                     NOLAN
                         Welton can forgive, Mr. Dalton, 
                         provided you have the courage to 
                         admit your mistakes. When you are 
                         ready to make your apology to the 
                         entire school, let me know.

               INT. THE JUNIOR DORM - AFTERNOON

               The boys are milling in their rooms, waiting for Charlie's 
               return. Someone sees him coming. All pretend to be studying.

               Charlie enters, moving slowly, trying not to show his pain.  
               As he walks toward his room, Neil, Todd, Knox (bruised face), 
               Pitts, and Necks approach him.

                                     NEIL
                         What happened? Were you kicked out?

                                     CHARLIE
                              (not looking at anyone)
                         No.

                                     NEIL
                         What happened?

                                     CHARLIE
                         I'm supposed to turn everybody in, 
                         apologize to the school and all will 
                         be forgiven.

               Charlie heads into his room. The others look at each other.

                                     NEIL
                         What are you going to do? -- Charlie?

                                     CHARLIE
                         Damn it, Neil, the name is Nuwanda.

               Charlie gives the boys a pregnant look, then goes into his 
               room and slams his door. Smiles of admiration cross the boys' 
               faces. Charlie has not been broken.

               INT. WELTON CLASSROOM BUILDING - AFTERNOON

               Keating walks down the corridor. He is just about to stop 
               and talk to McAllister when Nolan passes.

                                     NOLAN
                         Mr. Keating, could we have a word?

               INT. KEATING'S EMPTY CLASSROOM - DAY

               Keating and Nolan enter. Keating turns on the light. Nolan 
               looks around.

                                     NOLAN
                         This was my first classroom, John, 
                         did you know that?
                              (looks at Keating's 
                              desk)
                         My first desk.

                                     KEATING
                         I didn't know you taught.

                                     NOLAN
                         English. Way before your time. It 
                         was hard giving it up, I'll tell 
                         you.
                              (pause)
                         I'm hearing rumors, John, of some 
                         unusual teaching methods in your 
                         classroom. I'm not saying they have 
                         anything to do with the Dalton boy's 
                         outburst, but I don't think I have 
                         to warn you that boys his age are 
                         very impressionable.

                                     KEATING
                         Your reprimand made quite an 
                         impression I'm sure.

                                     NOLAN
                              (letting this pass)
                         What was going on in the courtyard 
                         the other day?

                                     KEATING
                         Courtyard?

                                     NOLAN
                         Boys marching. Clapping in unison.

                                     KEATING
                         Oh that. That was an exercise to 
                         prove a point. About the evils of 
                         conformity.

                                     NOLAN
                         John, the curriculum here is set.  
                         It's proven. It works. If you question 
                         it, what's to prevent them from doing 
                         the same?

                                     KEATING
                         I always thought education was 
                         learning to think for yourself.

                                     NOLAN
                              (almost laughs)
                         At these boys' age? Not on your life!  
                         Tradition, John. Discipline.
                              (pats Keating on the 
                              shoulder)
                         Prepare them for college, and the 
                         rest will take care of itself.

               Mr. Nolan smiles and leaves. Keating stands, thinking. After 
               a beat, McAllister sticks his head in the door.

                                     MCALLISTER
                         I wouldn't worry about the boys being 
                         too conformist if I were you.

                                     KEATING
                         Why is that?

                                     MCALLISTER
                         Well, you yourself graduated from 
                         these hallowed halls, did you now?

                                     KEATING
                         Yes?

                                     MCALLISTER
                         So if you want to raise a confirmed 
                         atheist, give him a rigid religious 
                         upbringing. Works every time.

               Keating stares at McAllister. He suddenly lets cut a laugh.  
               McAllister smiles, then disappears down the hall.

               INT. THE JUNIOR CLASS DORM - AFTERNOON

               Boys are walking out on the way to their activities. Keating 
               enters and approaches Charlie, who is exiting with his 
               friends.

                                     CHARLIE
                              (surprised)
                         Mr. Keating!

                                     KEATING
                         I don't know what misguided impulse 
                         caused you to pull that ridiculous 
                         stunt, Mr. Dalton, but, whatever it 
                         was, I hope you've learned your 
                         lesson.

                                     CHARLIE
                         You're siding with Mr. Nolan?! What 
                         about carpe diem and sucking all the 
                         marrow out of life and all that?

                                     KEATING
                         Sucking out the marrow doesn't mean 
                         getting the bone stuck in your throat, 
                         Charles. You still have 
                         responsibilities to yourself and 
                         those who care about you.

                                     CHARLIE
                         But I thought--

                                     KEATING
                         There is a place for daring and a 
                         place for caution as well, Charles, 
                         and a wise person understands which 
                         one is called for. Getting expelled 
                         from this school is not an act of 
                         wisdom. It's far from perfect but 
                         there are still opportunities to be 
                         had here.

                                     CHARLIE
                         Yeah? Like what?

                                     KEATING
                         Like, if nothing else, the opportunity 
                         to attend my classes, understand?

                                     CHARLIE
                              (smiling)
                         Yes sir.

                                     KEATING
                         So keep your head about you--the lot 
                         of you--understood?

                                     NEIL, TODD, PITTS, MEEKS, CAMERON, 
                                     KNOX
                         Yes, Sir.

               Keating gives then' a slight smile, then exits.

               INT. KEATING'S CLASSROOM - DAY

               The boys are seated. Keating walks to the blackboard and in 
               a big scrawl writes: "COLLEGE".

                                     KEATING
                         Gentlemen, today we will consider a 
                         skill which I consider indispensable 
                         for getting the most out of college 
                         analyzing books you haven't read. 
                         College will probably destroy your 
                         love for poetry. Hours of boring 
                         analysis, dissection and criticism 
                         will see to that. College will also 
                         expose you to all manner of literature--
                         much of it transcendent works of 
                         magic which you must devour; some of 
                         it utter drek which you must avoid 
                         like the plague.

               Keating pauses.

                                     KEATING
                         Suppose you are taking a course 
                         entitled "Modern Novels." All semester 
                         you have been reading masterpieces 
                         such as the touching PERE GORIER by 
                         Balzac and the moving FATHERS and 
                         SONS by Turgenev, but when you receive 
                         your assignment for your final paper, 
                         you discover that you are to write 
                         an essay on the theme of parental 
                         love in The Doubtful Debutante, a 
                         novel--and I use that term generously 
                         here--by none other than the professor 
                         himself.

               Keating looks at the boys with a raised eyebrow, then 
               continues.

                                     KEATING
                         After reading the first three pages 
                         of the book, you realize that you 
                         would rather volunteer for combat 
                         than waste your precious earthly 
                         time infecting your mind with this 
                         sewage, but do you despair? Take an 
                         "F." Absolutely not because you are 
                         prepared.

               Keating paces.

                                     KEATING
                         Open The Doubtful Deb and learn from 
                         the jacket that the book is about 
                         Frank, a farm equipment salesman who 
                         sacrifices everything to provide his 
                         social climbing daughter Christine 
                         with the debut she so desperately 
                         desires. Begin your essay by 
                         disclaiming the need to restate the 
                         plot while at the same time 
                         regurgitating enough of it to convince 
                         the professor that you've read his 
                         book. Next shift to something 
                         pretentious and familiar. For 
                         instance, you might write, "What is 
                         remarkable to note are the 
                         similarities between the author's 
                         dire picture of parental love and 
                         modern Freudian theory. Christine is 
                         Electra, her father is a fallen 
                         Oedipus." Finally, skip to the obscure 
                         and elaborate like this:

               Keating pauses, then...

                                     KEATING
                         What is most remarkable is the novel's 
                         uncanny connection with Hindu Indian 
                         philosopher Avesh Rahesh Non. Rahesh 
                         Non discussed in painful detail the 
                         discarding of parents by children 
                         for the three headed monster of 
                         ambition, money, and social success. 
                         Go on to discuss Rahesh Non's theories 
                         about what feeds the monster, how to 
                         behead it, etcetera etcetera. End by 
                         praising the professor's brilliant 
                         writing and consummate courage in 
                         introducing The Doubtful Deb to you.

               Meeks raises his hand.

                                     MEEKS
                         Oh Captain, My Captain. What if we 
                         don't know anything about someone 
                         like Rahesh Non?

                                     KEATING
                         Rahesh Non never existed, Mr. Meeks.  
                         You make him or someone like him up.  
                         No self important college professor 
                         such as this one would dare admit 
                         ignorance of such an obviously 
                         important figure and you will probably 
                         receive a comment similar to the one 
                         I received:

               Keating finds a paper on his desk and reads from it:

                                     KEATING
                         Your allusions to Rahesh Non were 
                         insightful and well presented. Glad 
                         to see that someone besides myself 
                         appreciates this great but forgotten 
                         Eastern master. A plus.

               He drops the paper.

                                     KEATING
                         Gentlemen, analyzing dreadful books 
                         you haven't read will be on your 
                         final exam, so I suggest you practice 
                         on your own. Now for some traps of 
                         college exams. Take out a blue book 
                         and pencil, boys. This is a pop quiz.

               The boys obey. Keating passes out tests. He sets up a screen 
               in the front of the room, then goes to the back of the room 
               and sets up a slide projector.

                                     KEATING
                         Big universities are crowded Sodoms 
                         and Gomorrahs filled with those 
                         delectable beasts we see so little 
                         of here: females. The level of 
                         distraction is dangerously high, but 
                         this quiz is designed to prepare 
                         you. Let me warn you, this test will 
                         count. Begin.

               The boys begin their tests. Keating puts a slide in the 
               projector. On the screen in the front of the room appears a 
               blow-up of a beautiful girl, college age, leaning over to 
               pick up a pencil. Her figure is quite remarkable, and, bending 
               over as she is, you can see her panties. The boys glance up 
               from their tests, then most do a double-take on the photo.

                                     KEATING
                         Concentrate on your tests, boys.  
                         You have twenty minutes.

               Keating changes the slide. This time we see a beautiful woman 
               in scanty lingerie (an ad from "Vogue" or a similar magazine).   
               The boys find it extremely difficult to concentrate on their 
               tests. The slide show continues with slide after slide of 
               beautiful women in revealing and provocative poses, tight 
               blow-ups of naked female Greek statues, etc. The boys try in 
               vain to take their tests. Knox writes "Chris, Chris, Chris" 
               over and over on his paper.

                                                               DISSOLVE TO:

               EXT. THE WELTON CAMPUS - DUSK

               Boys in heavy-hooded jackets and winter mufflers move from 
               building to building. The wind blows leaves around in swirling 
               torrents.

               ANGLE ON A PATH where Todd and Neil walk together. Todd holds 
               a copy of "A Midsummer's Night's Dream." Neil is using his 
               Puck jester's stick like a sword while practicing his lines.

                                     NEIL
                         Here, villain, draw and ready. Where 
                         art thou?

                                     TODD
                              (reading)
                         I will be with thee straight.

                                     NEIL
                              (from memory)
                         Follow me then to plainer ground.  
                         God, I love this!

                                     TODD
                         This play?

                                     NEIL
                         Yes, and acting! It's got to be one 
                         of the most wonderful things in the 
                         world. Most people, if they're lucky, 
                         live about half an exciting life! If 
                         I could get the parts, I could live 
                         dozens of lives.

               With a theatrical flourish, he runs and leaps onto a wall.

                                     NEIL
                         To be or net to be, that is the 
                         question! God, for the first time in 
                         my whole life, I feel completely 
                         alive! You have to try it.

               Neil jumps down from the wall.

                                     NEIL
                         You should come to rehearsals. I 
                         know they need people to work the 
                         lights and stuff.

                                     TODD
                         No thanks.

                                     NEIL
                         Lots of girls. The girl who plays 
                         Hermia is incredible.

                                     TODD
                         I'll come to the performance.

                                     NEIL
                         Chicken shit. Where were we?

                                     TODD
                         Yea, art thou there?

                                     NEIL
                         Put more into it!

                                     TODD
                         YEA, ART THOU THERE?!

                                     NEIL
                         That's it! "Follow my voice. We'll 
                         try no manhood here." See you at 
                         dinner.

               Neil and Todd have arrived at their dorm. Neil runs in. Todd 
               shakes his head and walks off.

               INT. TODD AND NEIL'S DORM ROOM - DUSK

               Neil enters in a whirlwind of excitement, fencing the air 
               with the Jester's stick. Neil turns and sees his father, 
               sitting at his desk. Neil is shocked.

                                     NEIL
                         Father!

                                     MR. PERRY
                         Neil, you are going to quit this 
                         ridiculous play immediately.

                                     NEIL
                         Father, I--

               Mr. Perry jumps to his feet and pounds his hand on the desk.

                                     MR. PERRY
                         Don't you dare talk back to me! It's 
                         bad enough that you've wasted your 
                         time with this absurd acting business. 
                         But you deliberately deceived me!
                              (paces furiously)
                         Who put this in your head? How did 
                         you expect to get away with it? Answer 
                         me!

                                     NEIL
                         Nobody--I thought I'd surprise you. 
                         I've got all A's and--

                                     MR. PERRY
                         Did you really think I wouldn't find 
                         out?! "My niece is in a play with 
                         your son," Mrs. Marks says. "You 
                         must be mistaken," I say. "My son 
                         isn't in a play." You made a liar 
                         out of me, Neil! Now you will go 
                         tomorrow and tell them you are 
                         quitting.

                                     NEIL
                         Father, I have the main part. The 
                         performance is tomorrow night.  
                         Father, please.

                                     MR. PERRY
                              (moves at Neil)
                         I don't care if the world is coming 
                         to an end tomorrow night, you are 
                         through with that play! Is that clear? 
                         Is that clear!

                                     NEIL
                         Yes sir.

               Mr. Perry stops. He stares hard at his son.

                                     MR. PERRY
                         I've made great sacrifices to get 
                         you here, Neil. You will not let me 
                         down.

               He turns and exits. Neil stands there for a long time. He 
               goes to his desk, then suddenly begins pounding his fist on 
               it. He pounds and pounds as tears roll down his face.

               INT. THE WELTON DINING ROOM - EVENING

               All of the society "pledges" except Neil sit eating. It could 
               be noticed that the boys--Charlie, Knox, Todd, Weeks, and 
               Pitts--seem to be having difficulty eating. They look awkward. 
               Old Hager approaches.

               Mr. Dalton, what is wrong, son? Are you having difficulty 
               with your meal?

                                     CHARLIE
                         No.

               Hager watches the boys.

                                     HAGER
                         Misters Meeks and Overstreet and 
                         Anderson, are you normally left-
                         handed?

                                     BOYS
                         No sir.

                                     HAGER
                         Then why are you eating with your 
                         left hands?

               The boys look at each other. Knox speaks for the group:

                                     KNOX
                         We thought it would be good to break 
                         old habits, sir.

                                     HAGER
                         What is wrong with old habits, Mr.  
                         Overstreet?

                                     KNOX
                         They perpetuate mechanical living, 
                         sir. They limit your mind.

                                     HAGER
                         Mr. Overstreet, I suggest you worry 
                         less about breaking old habits and 
                         more about developing good study 
                         habits. Do you understand?

                                     KNOX
                         Yes sir.

                                     HAGER
                         That goes for all of you. Now eat 
                         with your correct hands.

               Hager watches. The boys obey. After he moves away, Charlie 
               switches hands and begins eating with his left hand again.  
               One by one, the others do the same.

               Neil enters, looking solemn and upset. He silently takes his 
               seat at the table.

                                     NEIL
                         Visit from my father.

                                     TODD
                         Do you have to quit the play?

                                     NEIL
                         I don't know.

                                     CHARLIE
                         Why don't you talk to Mr. Keating 
                         about it?

                                     NEIL
                         What good will that do?

                                     CHARLIE
                         Maybe he'll have some advice. Maybe 
                         he'll even talk to your father.

                                     NEIL
                         Are you kidding? Don't be ridiculous.

               EXT. KEATING'S ROOM - EVENING

               Keating's quarters are on the second floor of a dorm, but 
               they are entered from the outside. Charlie, Todd, Pitts and 
               Neil stand outside the door. Charlie knocks.

                                     NEIL
                         This is stupid.

                                     CHARLIE
                         It's better than doing nothing.

               No one comes to the door.

                                     NEIL
                         He's not here.

               Charlie tries the door and it opens.

                                     CHARLIE
                         Let's wait for him.

               Charlie goes in.

                                     OTHERS
                         Charlie! Nuwanda!

               Charlie doesn't come out. Curiosity gets the best of the 
               others, who reluctantly follow Charlie in.

               INT. KEATING'S ROOM - SAME

               The furniture is simple and spartan and the room looks almost 
               lonely. The boys stand around looking uncomfortable.

                                     PITTS
                              (low)
                         Nuwanda, we shouldn't be in here.

               Charlie and the boys survey the room. There is a suitcase on 
               the floor by the door. A few books lay by the bed. Charlie 
               walks to the desk.

                                     CHARLIE
                         Whoa, look at her!

               On the desk is a framed picture of a beautiful girl in her 
               20s. Lying next to the picture is a half-written letter.  
               Charlie picks it up and reads.

                                     CHARLIE
                         My darling Jessica. It's so lonely 
                         at times without you bla bla bla.  
                         All I can do to put myself at ease 
                         is study your beautiful picture or 
                         close my eyes and imagine your radiant 
                         smile--but my poor imagination is a 
                         dim substitute for you. Oh, how I 
                         miss you and wish--

               The other boys have sensed an extra presence in the room.  
               They back away from Charlie. Suddenly Charlie stops and sees 
               Mr. Keating.

                                     CHARLIE
                         Hello!

               Keating calmly takes the letter from Charlie and folds it.

                                     KEATING
                         A woman is a cathedral, boys. Worship 
                         at one every chance you get.

               He OPENS a drawer.

                                     KEATING
                         Anything else you'd care to rifle 
                         through, Mr. Dalton?

                                     CHARLIE
                         I'm sorry. I, we...

               Keating puts the letter in the drawer and closes it. Charlie 
               looks around for help. Neil steps forward.

                                     NEIL
                         Oh Captain, My Captain, we came here 
                         so I could talk to you about 
                         something.

                                     KEATING
                         Okay.

                                     NEIL
                         Actually, I'd like to talk to you 
                         alone.

               Charlie and the others are glad to be let out.

                                     PITTS
                         I gotta go study.

                                     OTHERS
                         Yeah. See you, Mr. Keating.

               They hurry to leave.

                                     KEATING
                         Drop by any time.

                                     BOYS
                         Thank you, sir.

                                     PITTS
                              (low, while exiting)
                         Damn it, Nuwanda. You idiot.

                                     CHARLIE
                              (also exiting)
                         I couldn't stop myself.

               Keating can't help but smile to himself. Neil and Mr. Keating 
               are alone. Neil paces, looking around.

                                     NEIL
                         Gosh, they don't give you much room 
                         around here, do they?

                                     KEATING
                              (wryly)
                         Maybe they don't want worldly things 
                         distracting me from my teaching.

                                     NEIL
                         Why do you do it? I mean, with all 
                         this seize-the-day business, I'd 
                         have thought you'd be out seeing the 
                         world or something?

                                     KEATING
                         Ah, but I am seeing the world, Neil.  
                         The new world. Seeing a student like 
                         you take root and bloom. It's worth 
                         everything. That's why I came back 
                         here. A place like this needs at 
                         least one teacher like me.
                              (smiles at his joke, 
                              then:)
                         Did you come here to talk about my 
                         teaching?

                                     NEIL
                         Mr. Keating, my father is making me 
                         quit the play at Henley Hall. When I 
                         think about carpe diem and all that, 
                         I feel like I'm in prison! I mean, I 
                         can see his point. We're not a rich 
                         family like Charlie's. But he's 
                         planned the rest of my life for me 
                         and he's never even asked me what I 
                         want!

                                     KEATING
                         You can't live a life for someone 
                         else, Neil. You can only live for 
                         yourself. Have you told your father 
                         what you just told me? Have you shown 
                         him your passion about acting?

                                     NEIL
                         Are you kidding? He'd kill me!

                                     KEATING
                         Then you're playing a part for him 
                         too, aren't you? A dangerously self- 
                         destructive one.

               Keating watches Neil pace anxiously.

                                     KEATING
                         Neil, I know this seems impossible 
                         but you have to go to your father 
                         and show him what you're feeling.  
                         You have to let him see who you are-  
                         It's your only chance.

                                     NEIL
                         I know what he'll say. He'll say 
                         that acting is just a whim and that 
                         it's frivolous and that I should 
                         forget about it. He'll tell me how 
                         they're counting on me and to put it 
                         out of my mind "for my own good."

                                     KEATING
                         Well, if it's more than a whim, then 
                         you'll have to prove that to him.  
                         You'll have to show him with your 
                         passion and commitment that it's 
                         what you really want to do. If that 
                         doesn't work, at least by then you'll 
                         be eighteen and able to do what you 
                         want.

                                     NEIL
                         Eighteen! That's two years! What 
                         about the play? The performance is 
                         tomorrow night!

                                     KEATING
                         Give your father the benefit of the 
                         doubt. Talk to him. Let him see who 
                         you are.

                                     NEIL
                         Isn't there an easier way?

                                     KEATING
                         Not if you're going to stay true to 
                         yourself.

               Neil sits there for a long time.

               INT. CHARLIE'S CAVE - NIGHT

               The boys sit in the candle-lit room. Charlie blows notes on 
               his saxophone. Knox sits in the corner, mumbling to himself, 
               working on a love poem to Chris. Todd sits writing something 
               too. Cameron is studying. Pitts is scratching a quote out of 
               a book into the wall. Knox looks at his watch.

                                     KNOX
                         Ten minutes to curfew.

               Nobody responds. Knox looks at Todd.

                                     KNOX
                         What are you writing?

                                     TODD
                         I don't know. A poem.

                                     KNOX
                         For class?

                                     TODD
                         I don't know.

               Charlie keeps playing the sax. Todd keeps writing. Knox looks 
               at his love poem to Chris. He slaps it on the side of his 
               leg.

                                     KNOX
                         Damn. Damn! If I could just get Chris 
                         to read this poem!

                                     PITTS
                         Why don't you read it to her? It 
                         worked for Nuwanda.

                                     KNOX
                         She won't even see me, Pitts.

                                     PITTS
                         Nuwanda recited poetry to Gloria and 
                         she jumped all over him... right, 
                         Nuwanda?

               Charlie stops blowing on his sax. He thinks a moment about 
               his answer.

                                     CHARLIE
                         Absolutely.

               He starts blowing notes again. Off in the distance, we hear 
               a bell ring. Charlie finishes his melody, puts his sax in 
               its case, and moves out. Todd, Cameron, and Pitts exit too. 
               Knox stands there, alone, looking at his poem. then exits 
               determinedly.

                                     KNOX
                         Damn! Goddam! If it worked for him, 
                         it'll work for me.

               EXT. THE WELTON GROUNDS - EARLY MORNING

               The dawn rises over the frozen Welton campus. Snow covers 
               the ground. The school bagpiper stands, playing a haunting 
               melody.

               EXT. THE JUNIOR DORMITORY - SAME

               Knox comes out of the dorm building, bundled against the 
               freezing weather. Be hurries onto his bike and speeds away.

               EXT. RIDGEWAY HIGH SCHOOL

               A large sign proclaims Ridgeway High School. Knox bikes up 
               to the school at full speed. He now carries a bouquet of 
               flowers. Out of breath, he quickly discards the bike and 
               runs into the school.

               INT. THE HALLWAYS OF RIDGEWAY HIGH - MORNING

               Students of both sexes move through the hallways of this 
               public school. Students are at their lockers, putting up 
               their coats and getting out their books. Knox runs through, 
               erratically looking around. He hurries down one hallway, 
               stops and asks a student something, then runs up a flight of 
               stairs.

               INT. ANOTHER RIDGEWAY HIGH HALLWAY - SAME

               Chris stands in front of her locker, chatting with a couple 
               of girlfriends taking out some books. Knox spots her and 
               approaches.

                                     KNOX
                         Chris!

                                     CHRIS
                         Knox! What are you doing here?

               She pulls Knox away from her girlfriends.

                                     KNOX
                         I came to apologize for the other 
                         night. I brought you these and a 
                         poem I wrote.

               He holds out the flowers and the poem. Chris sees them, but 
               doesn't take them.

                                     CHRIS
                         If Chet sees you, he'll kill you, 
                         don't you know that?

                                     KNOX
                         I don't care. I love you, Chris. You 
                         deserve better than Chet and I'm it. 
                         Please accept these.

                                     CHRIS
                         Knox, you're crazy.

               A bell rings. People clear the halls.

                                     KNOX
                         Please. I acted like a jerk and I 
                         know it. Please?

               She looks at the flowers as if she's thinking about accepting 
               them.

                                     CHRIS
                         No! And stop bugging me.

               She walks into the classroom and closes the door. The hallway 
               clears. Knox stands holding his flowers and his poem. There 
               is a moment's hesitation, then he opens the door and walks 
               into the classroom.

               INT. CHRIS' CLASSROOM - SAME

               Class hasn't started but students are taking their seats. 
               The teacher leans over a student's desk, helping her with 
               her homework. Knox enters and walks to Chris' desk.

                                     CHRIS
                         Knox, I don't believe this!

                                     KNOX
                         All I'm asking you to do is listen.
                              (he opens his poem 
                              and reads)
                         "The heavens made a girl named Chris, 
                         With hair and skin of gold To touch 
                         her would be paradise To kiss her 
                         glory untold."

               Chris turns red with embarrassment. Her friends restrain 
               giggles. Knox continues reading.

                                     KNOX
                         They made a goddess and called her 
                         Chris, How? I'll never know. But 
                         though my soul is far behind, My 
                         love can only grow.

               The rest of the class has now seen what is happening and all 
               eyes are on Knox. Chris covers her face but Knox continues.

                                     KNOX
                         I see a sweetness in her smile, Bright 
                         light shines from her eyes, But life 
                         is complete--contentment is mine, 
                         just knowing that she's alive."

               Knox lowers the poem. Chris looks up at him, utterly 
               embarrassed. Knox puts the poem and the flowers on her desk.

                                     KNOX
                         I love you, Chris.

               He turns and leaves.

               INT. KEATING'S ENGLISH CLASSROOM - DAY

               The boys sit. Keating hasn't arrived. Momentarily, Knox enters 
               and hurries to his desk.

                                     CHARLIE
                         How'd it go? Did you read it to her?

                                     KNOX
                         Yep.

                                     PITTS
                         All right! What'd she say?

                                     KNOX
                         I don't know.

                                     CHARLIE
                         What do you mean you don't know?

                                     KNOX
                         I'll tell you later.

               The door to the room opens. In walks Keating, wearing his 
               usual scarf and jacket. He puts his books on his desk, then 
               looks out over the class.

                                     KEATING
                         Neil, could I see you a moment.

               He walks into the hallway.

               INT. THE HALLWAY OUTSIDE THE CLASSROOM - SAME

               The corridor is empty except for Neil and Keating. Keating 
               closes the door to the classroom.

                                     KEATING
                         What did your father say? Did you 
                         talk to him?

                                     NEIL
                              (lying)
                         Yeah.

                                     KEATING
                         Really? You told your father what 
                         you told me? You let him see your 
                         passion for acting?

                                     NEIL
                         Yeah. He didn't like it one bit but 
                         at least he's letting me stay in the 
                         play. Of course, he won't be able to 
                         come. He'll be in Chicago on business. 
                         But I think he's gonna let me stay 
                         with acting. As long as I keep my 
                         grades up.

               Neil heads back into the classroom.  Keating watches.

               INT. THE DORM PHONE ROOM/STAIRWELL - NIGHT

               Todd, Knox, Cameron, Pitts, and Meeks all wear coats and 
               ties. They mill in the dorm lobby. Knox is off to himself, 
               still looking morose.

                                     MEEKS
                         Where's Nuwanda? We're gonna miss 
                         Neil's entrance.

                                     PITTS
                         He said something about getting red 
                         before he left.

                                     CAMERON
                         What the hell does that mean?

                                     PITTS
                         You know Charlie.

               Charlie scampers down the stairs.

                                     MEEKS
                         What's this getting red?

               Charlie checks around, then opens his shirt, revealing that 
               he has painted a red lightning bolt on his chest.

                                     TODD
                         What's it for?

                                     CHARLIE
                         It's an Indian warrior symbol for 
                         virility. Makes me feel potent.  
                         Like I can drive girls crazy.

                                     PITTS
                         But what if they see it, Nuwanda?

                                     CHARLIE
                              (winks)
                         So much the better.

               The others shoot each other looks, confirming their mutual 
               suspicion that Charlie has finally lost his marbles. As they 
               head out of the lobby, they pass Chris who is entering.

                                     KNOX
                         Chris!

                                     CHRIS
                         Knox, why are you doing this to me?

                                     KNOX
                              (looking around)
                         You can't be in here.

               He leads her out of the dorm.

               EXT. THE DORM BUILDING - NIGHT

               It is snowing. Knox ushers Chris out of the building and 
               down the sidewalk away from the others.

                                     KNOX
                         If they catch you here, we'll both 
                         be in big trouble.

                                     CHRIS
                         Oh, but it's fine for you to come 
                         barging into my school and make a 
                         complete fool out of me?

                                     KNOX
                         I didn't mean to make a fool of you.

                                     CHRIS
                         Well, you did! Chet found out and 
                         he's nuts. It took everything I could 
                         do to keep him from coming here and 
                         killing you. You have to stop this 
                         stuff, Knox.

                                     KNOX
                         But I love you.

                                     CHRIS
                         You say that over and over but you 
                         don't even know me!

               At the dorm, the others are waiting. Knox waves them on.

                                     KNOX
                         Go ahead. I'll catch up.

               The others walk on. Knox waits for them to disappear.

                                     KNOX
                         Of course I know you! From the first 
                         time I saw you, I knew you had a 
                         wonderful soul.

                                     CHRIS
                         Just like that?! You just knew?

                                     KNOX
                         Of course just like that. That's how 
                         you always know when it's right.

                                     CHRIS
                         And if it so happens that you're 
                         wrong? If it just so happens that I 
                         could care less about you?

                                     KNOX
                         Then you wouldn't be here warning me 
                         about Chet.

               This gives Chris pause.

                                     CHRIS
                         Look, I've got to go. I'm gonna be 
                         late for the play.

                                     KNOX
                         Are you going with Chet?

                                     CHRIS
                         Chet? To a play? Are you kidding?

                                     KNOX
                         Then come with me.

                                     CHRIS
                         Knox, you are so infuriating!

                                     KNOX
                         Just give me one chance. If you don't 
                         like me after tonight, I'll stay 
                         away forever.

                                     CHRIS
                         Uh-huh.

                                     KNOX
                         I promise. Dead Poets honor. Come 
                         with me tonight, then if you don't 
                         want to see me again, I swear I'll 
                         bow out.

                                     CHRIS
                         God, if Chet found out he'd...

                                     KNOX
                         Chet won't know anything. We'll sit 
                         in back and sneak away as soon as 
                         it's over.

                                     CHRIS
                         Knox, if you promise that this will 
                         be the end of it--

                                     KNOX
                         Dead Poets honor.

                                     CHRIS
                         What is that?

                                     KNOX
                         My word.

               He crosses his heart with his fingers and looks sincere. He 
               leads a reluctant Chris off.

                                     CHRIS
                         I must be losing my mind.

               INT. HENLEY HALL AUDITORIUM AND STAGE - NIGHT

               The auditorium is filled to near capacity with families, 
               teachers and students. Charlie, Todd, Meeks, Cameron, and 
               Pitts find seats in the back. They spot Mr. Keating a few 
               rows over and wave at him. Beside him is Mr. McAllister.

               The lights go down. A small musical accompaniment--panpipes, 
               bongos, triangle--plays. The curtain rises. As the actors 
               make their entrances, they are applauded by their friends 
               and families.

               As the actors begin the play, Charlie notices out of the 
               corner of his eye Knox entering with Chris. They find seats 
               and sit down together. Charlie shoots Knox a surprised lock 
               of excitement. Knox gives a little nod.

                                                         SHORT DISSOLVE TO:

               Neil makes his entrance as Puck, he wears a crown of flowers.  
               The members of the Dead Poets Society cheer loudly. For a 
               moment Neil looks lost. Todd crosses his fingers.

                                     NEIL
                         "flow now, spirit. wither wander 
                         you?"

                                     HIGH SCHOOL ACTOR (AS FAIRY)
                         Over hill, over dale, through bush, 
                         through brier...

               Keating glances back at the Dead Poets and gives them the 
               thumbs up for luck for Neil. They acknowledge with gestures 
               of their own.

                                     NEIL
                         Thou speakest aright: I am that merry 
                         wanderer of the night. I jest to 
                         Oberon and make him smile when I a 
                         fat and bean-fed horse beguile, 
                         Neighing in likeness of a filly foal

               ANGLE ON THE "DEAD POETS"

               intently watching the show. As Neil delivers his lines, 
               getting laughs in the right places, Todd sits mouthing the 
               lines with him, as if this might help Neil get through it.  
               Neil clearly needs no help, though, and his performance is 
               quite winning. Charlie leans to the others.

                                     CHARLIE
                              (excited whisper)
                         He's good! He's goddamned good!

               Someone from behind whispers "Sssh." Charlie whispers "sssh" 
               back at them, then turns back and watches the show. Suddenly 
               he does a double-take. He sees:

               Mr. Perry enters in the rear of the auditorium, and stands 
               alone beside the door.

                                     CHARLIE
                         Oh my God.

                                     TODD
                         What?

               Charlie indicates for the others to lock. Todd and the others 
               glance back and see Mr. Perry.

                                     TODD
                         Jesus

               All turn back and watch the play, though they are now quite 
               tense about Mr. Perry's presence.

               THE PLAY

               On stage are the characters of Lysander and Hermia. Hermia 
               is played by Ginny Danburry, who is fetching1y dressed in a 
               costume of leaves and twigs.

                                     LYSANDER
                         One turf shall serve as pillow for 
                         us both, One heart, one bed, two 
                         bosoms, and one troth.

                                     GINNY
                         Nay good Lysander. For my sake, my 
                         dear, Lie further off yet: do not 
                         lie so near.

               ANGLE ON THE DEAD POETS

               Charlie is looking through the program.

                                     CHARLIE
                         Hermia's Ginny Danburry. Knox is 
                         crazy. She's beautiful!

               Meeks holds his finger to his lips for Charlie to be quiet.

               THE STAGE

                                     GINNY
                         But gentle friend, for love and 
                         courtesy Lie further off, in human 
                         modesty. Such separation as may well 
                         be said Becomes a virtuous bachelor 
                         and a maid, So far be distant: and 
                         goodnight, sweet friend. Thy love 
                         ne'er alter till they sweet life 
                         end.

               Charlie sits absolutely enraptured by her.

               ANGLE BACKSTAGE

               As Ginny and Lysander play their scene, Neil stands in the 
               wings looking out. He spots his father sitting in the back 
               of the auditorium. There is no panic on Neil's face, however. 
               His expression is calm.

               ON STAGE

                                     LYSANDER
                         Here is my bed. Sleep give thee all 
                         his rest!

                                     GINNY (AS HERMIA)
                         With half that wish the wisher's 
                         eyes be pressed!

               Lysander and Ginny lie down on the stage and their characters 
               go to sleep. The musical accompaniment plays, beginning a 
               musical interlude.

                                                               DISSOLVE TO:

               THE MUSICAL INTERLUDE

               The panpipes and bongos weave a haunting spell. In SLOW 
               MOTION, without words, we watch Neil on stage, playing Puck. 
               Neil moves in a lyrical revelry, unblushingly joyful, 
               enchanted and enchanting. It is Neil in the full flower of 
               his youth.

               The other characters appear in this slow motion interlude 
               too... Ginny, as Hermia, glowing as we never knew she could; 
               Charlie, spellbound by her; Keating, Todd, and the boys awed 
               and delighted by everything they see. Knox stares at Chris 
               in complete rapture. Chris is starting to be caught up with 
               Knox, though she tries hard not to show it.

                                                               DISSOLVE TO:

               THE STAGE

               The interlude is over. Neil stands on stage alone as Puck. 
               He addresses the audience but these next words are 
               particularly for his father.

                                     NEIL (AS PUCK)
                         If we shadows have offended, Think 
                         but this and all is mended--That you 
                         have but slumb'red here While these 
                         visions did appear. And this weak 
                         and idle theme, No more yielding but 
                         a dream, Gentle, do not reprehend. 
                         If you pardon, we will mend. And as 
                         I am an honest Puck, If we have 
                         unearned luck Now to scrape the 
                         serpent's tongue. We will make amends 
                         ere long; Else the Puck a liar call. 
                         So, good night unto you all. Give me 
                         your hands, if we be friends, And 
                         Robin will restore amends.

               If there were any doubts about Neil's talent as an actor, 
               they are gone. The curtain falls. The audience breaks into 
               enthusiastic applause.

               ANGLE ON THE AUDIENCE

               The boys, Keating, everybody, rising to a standing ovation.

               ANGLE ON THE STAGE

               Actors take their bows. Ginny receives great applause. She 
               acknowledges Charlie, who applauds and shouts bravos like a 
               boy struck by a thunderbolt. Knox smiles at Chris as they 
               applaud. He takes her hand and she lets him.

               Neil re-enters and takes his bow. The members of the Dead 
               Poets Society cheer. Neil bows. There are some more cheers 
               from other members of the audience, including Keating.

               Neil's father is gone.

               INT. WINGS AND BACKSTAGE AREA - NIGHT

               The area is a madhouse, full of excited actors, proud parents, 
               well-wishers, etc. As the members of the Dead Poets Society 
               and Mr. Keating enter, Charlie spots Ginny, who is surrounded 
               by congratulators.

                                     BOY KNOX'S AGE
                         You were great.

               A boy cast member Charlie's age puts his arm around her.

                                     BOY CAST MEMBER
                         Congratulations!

               Ginny is the center of a sea of adulation. Charlie waits his 
               turn and thinks. Finally he faces her. With total sincerity 
               he says:

                                     CHARLIE
                         Bright light shines from your eyes.

               Ginny sees that he means it. They stare into each other's 
               eyes.

               INT. THE BOYS' DRESSING ROOM - SAME

               The excited actors enter, jubilant about how well the play 
               went. Neil, in a daze touched by art, is carried in on the 
               shoulders of his fellow actors. After a moment of celebration, 
               Neil's father enters, holding back his fury.

                                     MR. PERRY
                         Neil, come with me.

               Neil gets off the shoulders of his friends.

                                     NEIL
                              (surrendering)
                         Yes sir.

               Mr. Perry leads Neil toward the dressing room door.

                                     MR. PERRY
                         You lied to me!

               EXT. THE AUDITORIUM PARKING LOT - NIGHT

               Mr. Perry leads Neil like a prisoner out of the auditorium 
               and toward the cars. Other actors and members of the audience 
               yell congratulations at Neil. Todd is behind the throng, 
               trying to reach his friend.

                                     TODD
                         Neil, that was great! Neil!

                                     CHARLIE
                         We're having a party!

                                     MR. PERRY
                         NEIL.

                                     NEIL
                         It's no use.

               Mr. Keating reaches Neil and takes him by the shoulders.

                                     KEATING
                         Neil, you were brilliant!

               Mr. Perry pushes Keating's hands away.

                                     MR. PERRY
                         Keep away from him!

               This stuns everybody. Mr. Perry leads Neil away. Todd, 
               Keating, Charlie, Pitts, etc. watch as Mr. Perry puts Neil 
               into his car. Charlie starts to go after him, Keating stops 
               Charlie.

                                     KEATING
                         Don't make it any worse than it is.

               Mr. Perry starts the car and pulls off. Neil's face through 
               the window is like a prisoner being taken to his execution.

                                     TODD
                         Neil!

               Stunned, the members of the Dead Poets Society gather.

                                     PITTS
                         We still having the meeting?

               INT. MR. PERRY'S STUDY - NIGHT

               Neil's mother sits in the corner of the room, her eyes red 
               from crying. Neil's father sits at his desk. Neil enters, 
               still wearing his Puck costume. He looks at his crying mother. 
               He starts to speak, then:

                                     MR. PERRY
                         Son, I am trying very hard to 
                         understand why you insist on defying 
                         us, but, whatever the reason, I am 
                         not going to let you ruin your life. 
                         Tomorrow I am withdrawing you from 
                         Welton and enrolling you in Braden 
                         Military School. You are going to 
                         Harvard and you are going to be a 
                         doctor.

               Fresh tears well in Neil's already bloodshot eyes.

                                     NEIL
                              (pleading)
                         Father, that's ten more years. Don't 
                         you see, that's a lifetime.

                                     MR. PERRY
                         You have opportunities I never dreamed 
                         of! I won't let you squander them.

               Mr. Perry walks out of the room. Neil's mother looks like 
               she's going to say something, then doesn't. She exits. Neil 
               stands alone.

               INT. THE CAVE - NIGHT

               PULL BACK FROM the lit candle of the god of the cave, past a 
               half-empty bottle of wine and some unused glasses to:

               Todd, Meeks, and Pitts sitting huddled for warmth. Each holds 
               a half empty glass of wine and stares morosely into the flame, 
               aware that it is the symbol of Neil. After a pause, Todd 
               pounds the wall with his fist.

                                     TODD
                         Next time I see Neil's father I'm 
                         gonna smash him. I don't care what 
                         happens to me!

               He paces.

                                     MEEKS
                         Where's Cameron?

                                     PITTS
                         Who knows? Who cares?

               Charlie enters with Ginny.

                                     CHARLIE
                         Guys, this is Ginny Danburry. Ginny, 
                         this is Todd, Meeks, and Pitts.

                                     PITTS
                              (to Ginny)
                         You were wonderful!

               The other boys second this.

                                     GINNY
                              (shyly)
                         Thank you.

               Charlie looks at Ginny adoringly. Knox enters with Chris. 
               Charlie looks excited for him.

                                     KNOX
                         Hey everybody, this is Chris.

                                     MEEKS
                         Whoa, we've heard a lot about you!
                              (Knox stares at him)
                         I mean... You know... I mean...

               Keating appears in the entrance of the cave. The moonlight 
               bounces off the snow from outside, illuminating him from 
               behind.

                                     MEEKS, KNOX, TODD
                              (surprised)
                         Mr. Keating!

                                     KEATING
                              (to Charlie)
                         Thanks for inviting me.

               Keating sees the wine and pours some into a glass.

                                     KEATING
                              (toasting)
                         To Neil.

                                     THE BOYS
                         To Neil.

               All drink some wine. Outside, the wind howls through the 
               silence.

                                     KEATING
                         Now we mustn't be glum. Neil wouldn't 
                         want it that way. He did something 
                         special tonight and worth celebrating. 
                         Let us join with the howling night.

               Keating exits the cave. The others follow. Chris and Ginny 
               look at Knox and Charlie.

                                     GINNY
                         Knox, what exactly is this?

                                     CHARLIE
                         You'll see.

                                     CHRIS
                         I have to go home. Chet might call.

                                     KNOX
                         It's just for a little while. You 
                         promised.

               Charlie leads Ginny off. Chris reluctantly follows Knox.

                                     CHRIS
                         You're so infuriating.

               EXT. THE HILLS NEAR WELTON - NIGHT

               The moon is full, the stars are out, the night is clear and 
               cold. Every tree is covered with icicles. A freeze has turned 
               the otherwise barren forest into a wintertime marvel. Mother 
               Nature has covered the world with sparkling diamonds. Keating 
               leads the group up a wooded path to a spot on a cliff 
               overlooking the creek. The boys and girls look around. It's 
               an especially scenic place. All stand in silence for a moment, 
               taking it in.

                                     KEATING
                         We used to meet here on special 
                         occasions. Who would like to convene 
                         the meeting?

                                     MEEKS
                         "We went to the woods because we 
                         wanted to suck all the marrow out of 
                         life." Anybody want to read?

               Keating begins gathering up some firewood. Others help.

                                     KEATING
                         Come on boys, don't be shy.

                                     TODD
                         I have something.

                                     CHARLIE
                         The thing you've been writing?

                                     TODD
                         Yeah.

               Todd's volunteering surprises everyone. Todd steps forward 
               and takes out some papers from his pocket. He passes slips 
               of paper to each of the others.

                                     TODD
                         Everybody read this between verses.

               Todd opens his poem and reads.

                                     TODD
                         "We are dreaming of tomorrow and 
                         tomorrow isn't coming, We are dreaming 
                         of a glory that we don't really want. 
                         We are dreaming of a new day when 
                         the new day's here already. We are 
                         running from the battle when it's 
                         one that must be fought."

               Todd nods. All read:

                                     ALL
                         "And still we sleep."

                                     TODD
                         "We are listening for the calling 
                         but never really heeding, Hoping for 
                         the future when the future's only 
                         plans. Dreaming of the wisdom that 
                         we are dodging daily, Praying for a 
                         savior when salvation's in our hands."

                                     ALL
                         "And still we sleep."

                                     TODD
                         "And still we dream. And still we 
                         pray. And still we fear.
                              (pause)
                         And still we sleep."

               Todd closes his poem. There is a big applause.

                                     MEEKS
                         That was great!

               Todd beams, taking it all in. As he steps down, he gets 
               congratulatory slaps on the back. Keating smiles with great 
               pride at his student's progress. He plucks a ball-shaped 
               icicle from a tree.

                                     KEATING
                         I hold in my hand a crystal ball. In 
                         it I see great things for Todd 
                         Anderson.

               Todd faces Mr. Keating, then suddenly, powerfully, they hug. 
               They break, then Keating strikes a match to light the fire.

               INT. NEIL'S ROOM AT HIS PARENT'S HOUSE - NIGHT

               Neil sits alone in his darkened room staring out the window. 
               The emotion is dried and gone from him, and all feeling is 
               drained from his face.

               EXT. THE CLIFF ABOVE THE CREEK - NIGHT

               Everybody crouches around the fire, warming themselves. After 
               a moment, Keating stands.

                                     KEATING
                         And now, "General William Booth Enters 
                         Into Heaven," by Vachel Lindsay. 
                         When I pause, you ask, "Are you washed 
                         in the blood of the Lamb?"
                              (recites)
                         "Booth led boldly with his big brass 
                         drum..."

                                     ALL
                         "Are you washed in the blood of the 
                         Lamb?"

               Reciting loudly, Keating takes off trotting through the woods. 
               All trot after him:

                                     KEATING
                         "The Saints smiled gravely and they 
                         said, 'He's come.'..."

                                     ALL
                         "Are you washed in the blood of the 
                         Lamb?"

               INT. THE HALLWAY IN NEIL'S HOUSE - NIGHT

               Down the hallway, in their bedroom, Mr. and Mrs. Perry get 
               into bed and turn off their bedroom light. A door to another 
               room opens and Neil walks into the hall. Unseen by his 
               parents, he turns a corner and moves off.

               INT. MR. PERRY'S STUDY - NIGHT

               Moonlight illuminates the room. Neil walks to his father's 
               desk. He opens the top drawer and reaches in the back, and 
               pulls out a key. With this, he unlocks the bottom drawer of 
               the desk. Neil takes the crown of flowers he wore as Puck 
               and puts it on his head.

               EXT. THE CLIFF ABOVE THE CREEK - NIGHT

               The group follows Keating through the woods, past icy trees, 
               over snow-covered hills, reciting Vachel Lindsay's poem.

                                     KEATING
                         "Walking lepers followed rank on 
                         rank, Lurching bravos from the ditches 
                         dank, Drabs from the alleyways and 
                         drug fiends pale--

               Minds still passion ridden, soul-powers frail:"

                                     ALL
                         "Are you washed in the blood of the 
                         Lamb?"

               INT. MR. PERRY'S BEDROOM - NIGHT

               The CAMERA DOLLIES SLOWLY in on Mr. and Mrs. Perry as they 
               sleep soundly in their beds. The DOLLY comes to a stop on 
               the face of Mr. Perry. He looks up.

                                     MR. PERRY
                         What was that?

                                     MRS. PERRY
                         What?

                                     MR. PERRY
                         That sound. Didn't you hear it?

                                     MRS. PERRY
                         What sound?

               Mr. Perry gets out of bed.

               INT. THE HALLWAY IN NEIL'S HOUSE - NIGHT

               Mr. Perry, in his pajamas, strides through the hallway of 
               his house. He enters Neil's room, then comes back out into 
               the hall. He heads toward the study. Behind him, putting on 
               her robe, follows Mrs. Perry.

               EXT. NEAR A HILLTOP - NIGHT

               Keating stands before a towering, frozen waterfall. This 
               gorgeous, icy sculpture seems to defy the laws of gravity. 
               The night sky is incredibly clear. The people in the group 
               are lit by moonlight off the snow.

                                     KEATING
                         "Christ came gently with a robe and 
                         crown, For Booth the soldier, while 
                         the throng knelt down. He saw King 
                         Jesus. They were face to face, And 
                         he knelt a-weeping in that holy 
                         place."

                                     ALL
                         "Are you washed in the blood of the 
                         Lamb?"

               INT. MR. PERRY'S STUDY - NIGHT

               Mr. Perry comes in and turns on the light. All seems normal. 
               He's about to leave when his attention's caught by a black 
               object on the carpet... a revolver. Alarmed, he moves around 
               to the back of the desk. He sees a pale white hand and gasps: 
               Neil lies bloody on the floor, dead.

               Mr. Perry kneels down and embraces his son. Mrs. Perry wails 
               a horrible wail.

                                     MR. PERRY
                         No!

               EXT. THE HILLTOP - SAME

               Keating stops. He turns and looks at the fields, valley, and 
               the magnificent sky that surrounds them. All are out of 
               breath, but exhilarated.

                                     KEATING
                         "We may or may not be the stuff of 
                         eternity, people, but, while we are 
                         here, we are part of a vast, awesome 
                         magnificence."

               He raises his hands to the heavens.

                                     KEATING
                         Don't waste a second of it, people. 
                         Exalt in it.

               He holds his head back and shouts to the heavens.

                                     KEATING
                         ALIVE!! ALIVE!!

               The others do the same. Shouts go up, cries of joy and 
               ecstasy. Knox looks at Chris. Tears are streaming down both 
               their faces. They turn to each other and kiss.

               INT. TODD'S DORM ROOM - MORNING

               PULL BACK from a closeup of a HAND, to reveal that it is the 
               hand of a sleeping Todd. The door opens and in comes Charlie, 
               Knox, and Meeks. They look shaken. They gently wake Todd.

                                     CHARLIE
                         Todd. Todd...

               Todd opens his eyes. He sits up, looking exhausted. His eyes 
               adjust to the light, then he closes them and lies back down. 
               He picks up his clock, squints at it.

                                     TODD
                         Jesus, it's only eight. I gotta sleep.

               He lies back down for a moment, then opens his eyes again. 
               He sees the other boys, standing there, staring at him. He 
               senses that something is wrong. He sits up.

                                     CHARLIE
                         Todd, Neil's dead. He shot himself.

               Todd looks at Charlie for a minute. The other faces confirm 
               what Charlie is saying.

                                     TODD
                         Oh my God...

               He starts to vomit. As he does, he runs out of the room. The 
               other boys look at each other. Suddenly, Charlie breaks into 
               tears. He covers his face with his hands.

               INT. THE DORM BATHROOM - DAY

               Todd is moving back and forth, tears streaming down his face. 
               He hits the walls with his hand.

                                     TODD
                         Someone has to know it was his father! 
                         Neil wouldn't kill himself! He loved 
                         living!

                                     KNOX
                         You don't seriously think his 
                         father...

                                     TODD
                         Not with the gun! Damn it, even if 
                         the bastard didn't pull the trigger 
                         he--

               Todd sobs. Finally he controls himself.

                                     TODD
                         Even if Mr. Perry didn't shoot him, 
                         he killed him. They have to know 
                         that!

               He runs across the room.

                                     TODD
                         NEIL! NEIL!!!

               He falls against the wall, sobbing uncontrollably.

               INT. KEATING'S CLASSROOM - SAME

               Keating is sitting alone at his desk in the empty classroom, 
               struggling to hold back emotion. He stands and walks slowly 
               to Neil's desk. He picks up a book, prominent there:

               It's his own battered copy of Thoreau's Walden. He opens it. 
               Prominent are the words on the fly leaf: "Dead Poets."

               Keating sits heavily into Neil's chair. From his throat comes 
               a sound of utter anguish.

               McAllister looks into Keating's classroom from the door in 
               the back. From this view, Keating looks small and somehow 
               like a boy himself, sitting alone in the empty classroom.

               INT. THE CHAPEL - LATER

               The entire school is assembled. Standing along the walls are 
               the teachers. Keating, looking solemn, is there. Nolan enters.

                                     NOLAN
                         Gentlemen, the death of Neil Perry 
                         is a tragedy. He was a fine student, 
                         one of Welton's best, and he will be 
                         sorely missed. We have contacted 
                         each of your parents to explain the 
                         situation. Naturally, all are quite 
                         concerned. At the request of Neil's 
                         family, I intend to conduct a thorough 
                         inquiry into this matter. Your 
                         complete cooperation is expected.

               INT. THE TRUNK ROOM - DAY

               Charlie, Todd, Knox, and Pitts stand waiting in this junk-
               filled room. There is a knock at the door, then Meeks enters.

                                     MEEKS
                         I can't find him.

                                     CHARLIE
                         You told him about this meeting?

                                     MEEKS
                         Twice

                                     CHARLIE
                         Oh shit...

               Charlie goes to the window and looks out across the lawn. In 
               the distance is the administration building.

                                     CHARLIE
                         That's it guys, we're all fried.

                                     PITTS
                         You don't know that. Maybe he...

                                     CHARLIE
                         Cameron's a fink! Why else wasn't he 
                         at the last meeting? He's in Nolan's 
                         office right now, finking!

                                     PITTS
                         But why? Why would he do that?

                                     CHARLIE
                         To save himself.

               Down the hall there is the sound of a door opening. Knox 
               goes to the door and looks out. he sees:

               Cameron entering the hallway. Knox steps out and motions for 
               Cameron to come into the trunk room

                                     KNOX
                              (loud whisper)
                         Cameron.

               Cameron looks at Knox. Cameron hesitates, then enters the 
               trunk room. Charlie, Todd, Knox, Pitts, and Meeks stare at 
               him.

                                     CAMERON
                         What's going on guys?

                                     CHARLIE
                         You finked, didn't you, Cameron?

                                     CAMERON
                         Screw you, dumb ass. I don't know 
                         what you're talking about.

                                     CHARLIE
                         You just told Nolan everything about 
                         the club is what I'm talking about!

                                     CAMERON
                         In case you hadn't heard, Dalton, 
                         there's something called an Honor 
                         Code at this school. If a teacher 
                         asks you something, you tell the 
                         truth or you're expelled.

               Charlie moves at Cameron.

                                     CAMERON
                         Why you...

               Meeks and Knox restrain Charlie.

                                     KNOX
                         Charlie...

                                     CHARLIE
                         He's a rat! He's in it up to his 
                         eyes so he ratted to save himself!

                                     KNOX
                         Don't touch him, Charlie. You do and 
                         you're out!

                                     CHARLIE
                         I'm out anyway!

                                     KNOX
                         You don't know that. Not yet!

                                     CAMERON
                         He's right there, Charlie. And, if 
                         you're smart, every one of you will 
                         do exactly what I did and cooperate. 
                         They're not after us. We're the 
                         victims. Us and Neil.

                                     CHARLIE
                         What does that mean? Who are they 
                         after?

                                     CAMERON
                         Why, Mr. Keating, of course. The 
                         "Captain" himself. You didn't really 
                         think he could avoid responsibility, 
                         did you?

                                     CHARLIE
                         Mr. Keating? Responsible for Neil? 
                         Is that what they're saying?!

               He pulls himself free of Meeks and Knox's grips.

                                     CAMERON
                         Who else do you think, dumb ass? The 
                         administration? Mr. Perry? Keating 
                         put us up to all this crap, didn't 
                         he? If it wasn't for him, Neil would 
                         be cozied up in his room right now, 
                         studying his chemistry and dreaming 
                         of being called doctor.

                                     TODD
                         That's not true! Mr. Keating didn't 
                         tell Neil what to do. Neil loved 
                         acting.

                                     CAMERON
                         Believe what you want, but I say let 
                         Keating fry. Why ruin our lives?

                                     CHARLIE
                         You asshole.

               Charlie bolts across the room and strikes Cameron across the 
               face. Cameron falls to the floor. Charlie stands over him.

                                     KNOX
                         Charlie!

                                     CAMERON
                              (at Charlie)
                         You just signed your expulsion papers, 
                         "Nuwanda."

               Cameron covers his bleeding nose. Charlie turns and walks 
               out. The others walk out too.

                                     CAMERON
                              (shouting after them)
                         If you guys are smart, you'll do 
                         exactly what I did! They know 
                         everything anyway. You can't save 
                         Keating but you can save yourselves!

               EXT. A CEMETERY IN THE VERMONT HILLS - MORNING

               It is a bleak winter's day. Gusts of wind blow bitter cold 
               as the school bagpiper marches before the procession, playing 
               a haunting lament. Neil's coffin is carried on the shoulders 
               of Todd, Charlie, Meeks, Pitts, Knox, and Cameron... then 
               laid beside a grave. Most of these boys, as well as Mr. 
               Keating, are having a hard time holding back the tears. Neil's 
               mother, veiled in black, and Mr. Perry watch, as do Nolan 
               and some other students and teachers.

               Mourners file by and one by one put flowers on Neil's coffin. 
               Todd and the other boys are red faced with grief. Mr. Perry 
               walks up to Mr. Keating.

                                     MR. PERRY
                         I hold you responsible for this!

               Mr. Keating is astounded by this accusation. Mr. Perry walks 
               off, leaving Keating speechless.

               INT. TODD'S DORM ROOM - DAY

               Neil's bed is stripped and his desk is empty. Todd sits at 
               his window, looking across the campus at the administration 
               building. Momentarily, Meeks is escorted out by Dr. Hager. 
               Hager escorts Meeks across campus, back to the dorm.

               INT. THE DORM HALLWAY - SAME

               Todd peers out of the door of his room. Meeks and Hager enter 
               the hallway. Hager stops at the end of the hall.

               Meeks walks silently back to his room. As he passes Todd, he 
               doesn't look at him. But tears stream down Meeks' face. Meeks 
               enters his room and shuts the door.

                                     HAGER
                         Knox Overstreet.

               Knox comes out of his room and joins Hager at the end of the 
               hall. The pair exit together. Momentarily, Todd walks across 
               the hall to Meeks' room. Todd knocks.

                                     TODD
                         Meeks, it's Todd.

                                     MEEKS (FROM WITHIN)
                         Go away, I have to study.

               Todd pauses, realizing what has happened.

                                     TODD
                         What happened to Nuwanda?

                                     MEEKS
                         Expelled.

               Todd stands stunned.

                                     TODD
                         What'd you tell them?

                                     MEEKS
                         Nothing they didn't know already.

               Todd turns away.

                                                               DISSOLVE TO:

               INT. TODD'S ROOM - LATER

               Todd watches as Knox is escorted across campus and back to 
               the dorm by Dr. Hager. Again Todd peers into the hall.

               INT. THE DORM HALLWAY - SAME

               Knox and Hager enter. Knox's chin is quivering. He is on the 
               verge of a breakdown. He goes into his room and shuts the 
               door.

               Todd steps back into his room and leans against the wall. 
               The fact that Knox has been broken clearly shakes him up. He 
               breathes hard and looks up at the ceiling.

                                     DR. HAGER (FROM WITHOUT)
                         Todd Anderson.

               INT. THE WELTON ACADEMY LOUNGE - DAY

               This is the room with the staircase that leads up to Nolan's 
               office. Hager following, Todd climbs up the stairs like a 
               man climbing the gallows.

               INT. MR. NOLAN'S OFFICE - DAY

               Headmaster Nolan sits at his desk. Nearby are Todd's parents. 
               Todd enters with Dr. Hager and sees his parents. Todd's lip 
               starts to quiver.

                                     TODD
                         Dad. Mom.

                                     NOLAN
                         Have a seat, Mr. Anderson.

               There is an empty chair--like the prisoner's chair at an 
               inquisition--in front of Nolan's desk. Todd sits. He looks 
               at his parents who sit steely eyed. Perspiration breaks out 
               all across Todd's brow.

                                     NOLAN
                         Mr. Anderson, I think we've pretty 
                         well put together what's happened 
                         here. You do admit to being a part 
                         of this Dead Poets Society?

               Todd looks at his parents and Nolan. He closes his eyes. He 
               starts to nod yes. Before he can, his father speaks.

                                     MR. ANDERSON
                         Answer him.

                                     TODD
                         Yes...

                                     NOLAN
                         I can't hear you, Todd.

                                     TODD
                              (not much louder than 
                              before)
                         Yes sir.

               Nolan looks at Todd, then at the boy's parents. Nolan decides 
               not to press the issue of Todd's inaudibility. Nolan holds 
               up a piece of paper.

                                     NOLAN
                         I have here a detailed description 
                         of what went on at your meetings. It 
                         describes how your teacher encouraged 
                         you boys to organize the club and to 
                         use it as a source of inspiration 
                         for reckless, self-indulgent behavior. 
                         It describes how Mr. Keating, both 
                         in and out of the classroom, 
                         encouraged Neil Perry to follow this 
                         obsession with acting when he knew 
                         it went directly against the explicit 
                         orders of Neil's parents. It is Mr. 
                         Keating's blatant abuse of his 
                         position as a teacher that led 
                         directly to Neil Perry's death.

               Nolan hands the paper to Todd.

                                     NOLAN
                         Read this carefully, Todd. If you 
                         have nothing to add or amend, sign 
                         it.

               Todd takes this paper and reads it. He spends a long time 
               doing so and, by the time he finishes, his hands and the 
               paper are shaking. Todd looks up.

                                     TODD
                              (to Nolan, with great 
                              difficulty speaking)
                         What... what is going to happen... 
                         to Mr. Keating?

                                     MR. ANDERSON
                         What does that have to do with you?

                                     NOLAN
                              (to Mr. Anderson)
                         It's all right. I want him to know.
                              (to Todd)
                         We are not yet clear as to whether 
                         Mr. Keating has broken any laws. If 
                         he has, he will be prosecuted. What 
                         we can do--and yours and the others' 
                         signatures will help to guarantee it--
                         is see to it that Mr. Keating will 
                         never teach again.

                                     TODD
                         Never... teach...

               Todd's father stands and moves toward Todd.

                                     MR. ANDERSON
                         I've had enough. Sign the paper, 
                         Todd.

                                     MRS. ANDERSON
                         Please, darling, for our sakes.

                                     TODD
                         But... teaching is his life! It means 
                         everything to him!

                                     MR. ANDERSON
                         What do you care?

                                     TODD
                         What do you care about me?! He cares 
                         about me. You don't.

               Todd's father stands over him and picks up the pen.

                                     MR. ANDERSON
                         Sign the paper, Todd.

               Todd shakes his head no.

                                     TODD
                         I won't sign it.

                                     MRS. ANDERSON
                         Todd!

                                     TODD
                         It's not true! I won't sign it.

               Todd's father grabs the pen and tries to put it back in Todd's 
               hand. Nolan stands.

                                     NOLAN
                         That's all right! We don't need his 
                         signature. Let him suffer the 
                         consequences.

               Nolan walks around his desk to Todd.

                                     NOLAN
                         You think you can save Mr. Keating? 
                         You saw it, boy, we have the 
                         signatures of all the others. But, 
                         if you don't sign, you're on 
                         disciplinary probation for the rest 
                         of the year. You'll do work duty 
                         every afternoon and every Saturday. 
                         And, if you set foot off campus, 
                         you'll be expelled.

               Todd's parents and Mr. Nolan watch Todd, waiting for him to 
               change his mind. Todd thinks, then:

                                     TODD
                              (low)
                         I won't sign.

                                     NOLAN
                         Then I'll see you back here after 
                         classes. Leave.

               Todd stands and exits. Nolan looks at Todd's parents.

                                     MRS. ANDERSON
                         I'm sorry, Mr. Nolan. I can't help 
                         feeling this is our fault.

                                     MR. ANDERSON
                              (to the floor)
                         We should never have sent him here.

                                     NOLAN
                         Nonsense. Boys his age are highly 
                         impressionable. We'll bring him 
                         around.

                                                               DISSOLVE TO:

               INT. KEATING'S DORM ROOM - LATER

               Keating sits at his desk, staring into nowhere. Out the 
               window, alone on the hill, the Welton bagpiper practices. 
               Keating watches the bagpiper for a moment, then stands and 
               opens his suitcase. From his bookshelf he slowly takes down 
               his beloved poetry--his Byron, his Whitman, his Wordsworth.

               INT. THE ENGLISH CLASSROOM - DAY

               Todd, Knox, Meeks, Pitts, and the rest of the class are there. 
               Conspicuously empty are Neil's desk and Charlie's desk. Todd 
               looks numb, his gaze downward, reminding us of the way he 
               looked when we first met him. Knox, Meeks, and Pitts look 
               humiliated. All of the former club members are too ashamed 
               of themselves to look at one another. Only Cameron looks 
               halfway normal. He sits studying at his desk as though nothing 
               happened.

               The door opens. In strides Mr. Nolan. All stand. Nolan sits 
               at the teacher's desk. All sit down.

                                     NOLAN
                         I will be taking over this class 
                         through exams. We will find a 
                         permanent English teacher during the 
                         break. Who will tell me where you 
                         are in the Hutton textbook?

               Nolan looks around. There are no volunteers.

                                     NOLAN
                         Mr. Anderson?

                                     TODD
                              (softly, barely audible)
                         The... Hutton...

               Todd looks through his books. He fumbles nervously.

                                     TODD
                              (still low)
                         I... think we...

                                     NOLAN
                              (exasperated with 
                              this)
                         Mr. Cameron, kindly inform me.

                                     CAMERON
                         We skipped around a lot, sir. We 
                         covered the romantics and most of 
                         the chapters on post Civil War 
                         literature.

                                     NOLAN
                         What about the realists?

                                     CAMERON
                         I believe we skipped most of that.

               Nolan flips through the text. The door to the classroom opens. 
               Mr. Keating enters.

                                     KEATING
                              (to Nolan)
                         I came for my personals. Should I 
                         wait until after class?

                                     NOLAN
                         Get your things, Mr. Keating.
                              (to the class)
                         Now, gentlemen, turn to page fifty-
                         four. Mr. Cameron, read aloud the 
                         poem by Eugene Field.

                                     CAMERON
                         Mr. Nolan, that page has been ripped 
                         out.

                                     NOLAN
                         Then borrow somebody else's book.

                                     CAMERON
                         They're all ripped out, sir.

                                     NOLAN
                              (staring at Keating)
                         What do you mean they're all ripped 
                         out?

                                     CAMERON
                         Sir, we...

                                     NOLAN
                         Never mind, Cameron.

               Nolan carries his textbook to Cameron's desk.

                                     NOLAN
                         Read.

                                     CAMERON
                         "Little Boy Blue", by Eugene Field: 
                         "The little toy dog is covered with 
                         dust, But sturdy and staunch he 
                         stands. And the little toy soldier 
                         is red with rust, And his musket 
                         moulds in his hands..."

               As Cameron continues reading, Keating, who is at the closet 
               in the corner of the room, looks out at the students. He 
               sees Todd, whose eyes are full of tears. He sees Knox, Meeks, 
               Pitts... still too ashamed to look him in the eye, but 
               nevertheless full of emotion. The irony of Nolan choosing 
               the "Little Boy Blue" is too incredible.

               Keating finishes his packing. He walks across the room toward 
               the door. Just as Keating reaches the door, Todd can no longer 
               hold it in. Todd stands.

                                     TODD
                              (interrupting Cameron's 
                              reading)
                         Mr. Keating, they made everybody 
                         sign it!

                                     NOLAN
                         Quiet, Mr. Anderson!

                                     TODD
                         Mr. Keating, it's true! You have to 
                         believe me.

                                     KEATING
                         I believe you, Todd.

                                     NOLAN
                         Leave, Mr. Keating!

                                     TODD
                         But it wasn't his fault, Mr. Nolan!

               Nolan strides down the aisle and pushes Todd back into his 
               seat.

                                     NOLAN
                         Sit down, Mr. Anderson! One more 
                         outburst from you--
                              (turns to the class)
                         Or anyone else! And you are out of 
                         this school!

               He turns toward Keating, who has taken a few steps back toward 
               Todd, as though to help.

                                     NOLAN
                         Leave, Mr. Keating!

               The boys stare at Keating. He stares at them, taking them in 
               for one last time. He turns and walks toward the door.

                                     TODD
                         Oh Captain!

               Keating turns to look at Todd. So does everybody else. Todd 
               props one foot up on his desk, then stands up on it. He stands 
               atop his desk, holding back tears, facing Mr. Keating.

                                     NOLAN
                              (moving at Todd)
                         Sit down!

               As Nolan moves down the aisle toward Todd, Knox (whose seat 
               is on the other side of the room) calls Mr. Keating's name 
               and stands up on his desk too. Nolan turns and sees this. 
               Meeks musters his courage and stands on his desk. Pitts does 
               the same. One by one and then in groups, many others in the 
               class follow suit, standing on their desks in silent salute 
               to Mr. Keating.

               Nolan, who started at Todd, then at Knox, stands motionless. 
               He is amazed by this overwhelming response.

               Keating stands at the door, overcome with emotion.

                                     KEATING
                         Thank you, boys. I... thank you.

               Keating looks into Todd's eyes, then into all their eyes. he 
               gives a nod, then exits.

               ANGLE ON THE MEMBERS OF THE DEAD POETS SOCIETY STANDING ON 
               THEIR DESKS:

               MEEKS

               PITTS

               KNOX

               and finally, TODD, who is holding back tears but standing 
               proud.

                                                                  BLACKOUT:

                                         THE END